Part 2A of Form ADV: Firm Brochure

Congress Asset Management Company, LLP

2 Seaport Lane 5th Floor

Boston, MA 02210

Telephone: 617-737-1566 Email: info@congressasset.com

Web Address: www.congressasset.com

March 24, 2015

This Firm Brochure (or “Brochure”) provides information about the qualifications and business practices of Congress Asset Management Company, LLP. If you have any questions about the contents of this Brochure, please contact us at 617-737-1566 or info@congressasset.com. The information in this Firm Brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority.

Additional information about Congress Asset Management Company, LLP also is available on the SEC’s website at www.adviserinfo.sec.gov. You can search this site by a unique identifying number, known as a CRD number. Our firm's CRD number is 105161.

Congress Asset Management Company, LLP – Firm Brochure 1

Item 2 Summary of Material Changes Background Information The Securities and Exchange Commission (the “SEC”) adopted regulations requiring Amendments to Form ADV in July 2010. These rules required Registered Investment Advisors (Advisors) to develop and distribute to its Clients in narrative format, a “Plain English” Brochure as its official disclosure document. The rules also require an Advisor to provide a Summary of Material Changes document to its Clients along with an offer to provide a copy of the complete Brochure at least annually or if there is a material change. Under the rules, if a Client wishes to receive a copy of the Brochure, fulfillment of the request will be at the expense of the Advisor.

Summary of Material Changes This Brochure dated March 24, 2015 provides information about the qualifications and business practices of Congress Asset Management Company, LLP. Except for the items listed below, the business practices are substantially the same as represented in this Firm’s previous annual updated Brochure, dated March 5, 2014.

Item 4. Ownership

The Estate of Alfred Alphonsus Lagan was removed as an Indirect Owner of Congress Asset Management Company, through its holding of Lagan Holding Company, Trust. Affiliated Investment Advisors

The Advisor is affiliated and under common control with Congress Wealth Management, LLC and Congress Capital Partners, LLP. Details of the relationships are described in this Disclosure Brochure. Please see Item 10, “Other Financial Industry Activities and Affiliations” on Page 9. Item 15. Custody

Congress Asset has certain Client relationships where it believes it has, or may be deemed to have, custody pursuant to Rule 206(4)-2 of the Investment Advisers Act of 1940, as amended (the “Advisors Act”). For all such Client accounts, (i) Congress Asset will obtain an annual surprise examination from an independent auditor; (ii) Client assets are held at qualified custodian(s) of the Client’s choosing, who shall provide account statements directly to clients, at least quarterly; (iii) Congress Asset will provide to each Client an account statement(s) at least quarterly, enabling Clients to compare such information to their custody statements. Please see Item 15, “Custody” on page 13.

Annual Offer to Clients At any time, you may view the current Brochure on-line at the SEC’s Investment Adviser Public Disclosure website at www.adviserinfo.sec.gov.

You may also request a copy of this Brochure upon written request to:

Congress Asset Management 2 Seaport Lane 5th Floor, Boston, MA 02210-2001

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Item 3 Table of Contents Page

Item 1 Cover Page 1 Item 2 Material Changes 2 Item 3 Table of Contents 3 Item 4 Advisory Business 4 Item 5 Fees and Compensation 6 Item 6 Performance-Based Fees and Side-By-Side Management 7 Item 7 Types of Clients 7 Item 8 Methods of Analysis, Investment Strategies and Risk of Loss 8 Item 9 Disciplinary Information 9 Item 10 Other Financial Industry Activities and Affiliations 9 Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading 10 Item 12 Brokerage Practices 11 Item 13 Review of Accounts 12 Item 14 Client Referrals and Other Compensation 13 Item 15 Custody 13 Item 16 Investment Discretion 13 Item 17 Voting Client Securities 13 Item 18 Financial Information 14

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Item 4 Advisory Business

Firm Description and Ownership:

Congress Asset Management Company, LLP (“Congress Asset” or, the “Firm”) is a SEC registered investment adviser with its principal place of business located in Boston, Massachusetts. Congress Asset began conducting business in 1985. The Firm is owned by Lagan Holding Company Trust. and Lagan-Congress, Inc., who serve as general partners. Lagan Holding Company, Trust. owns 100% of Lagan-Congress, Inc.

Types of Advisory Services:

Overview

Congress Asset provides discretionary and model portfolio investment management services to individual and institutional clients (“Clients”). Clients include charitable organizations, pension and profit sharing plans (including plans subject to the Taft-Hartley Act), state and municipal government entities, corporations, taxable and tax-exempt institutions, high net worth individuals and commingled investment vehicles such as mutual funds. Congress Asset also provides these services in the capacity of a sub-adviser to mutual fund advisors and to wrap account programs sponsored by other investment advisers and broker-dealers (“Wrap Sponsors”).

Congress Asset is primarily a growth style equity investment manager and also provides skilled investment management services in the areas of fixed income portfolios and balanced portfolios. The Firm also provides customized private equity services for institutional investors only. In addition, Congress Asset also offers access to portfolio strategy, asset allocation, and construction advice to current and prospective institutional Clients. Such breadth enables Congress Asset to construct portfolios consistent with each Client’s objectives and risk tolerances.

Congress Asset’s investment products available to Clients include: • Large Cap Growth Equity • Mid-Cap Growth Equity • Small Cap Growth Equity • Dividend Growth Equity • Multi-Cap Growth Equity • All Cap Opportunity • Balanced • Fixed Income • Private Equity

Separately Managed Accounts (“SMA”)

Our firm provides continuous investment advice to individual and institutional Client SMAs. Each Client SMA is managed based on the Client’s immediate and longer-term needs and goals. We also work with each Client to identify his or her time horizon, risk tolerance and liquidity needs. As appropriate, we also review and discuss a Client's prior investment experience, as well as other background information to help us construct the most appropriate investment portfolio.

Account supervision is guided by the Client's stated objectives (e.g., maximum capital appreciation, growth, income, or growth and income), as well as tax considerations. Clients may impose reasonable restrictions on investing in certain securities, types of securities, or industry sectors. Such reasons may be for personal, religious and statutory reasons. Client portfolios will generally include advice regarding the following securities: exchange-listed securities, securities traded over-the-counter, exchange-traded funds (“ETFs”), corporate debt securities (other than commercial paper), commercial paper, certificates of deposit, municipal securities, mutual fund shares, United States Government securities, warrants, option contracts on securities and private equity limited partnership interests (for institutions only).

Advisory Services to Wrap Sponsors

Discretionary portfolio management is also made available to Wrap Sponsors pursuant to a sub-advisory agreement with the Firm, where the Firm will manage all or a portion of certain Wrap Sponsor’s Clients’ investment portfolios. In these arrangements the Wrap Sponsor, not the individual investor, is the Firm’s advisory Client. Wrap Sponsors typically charge their Clients an all-inclusive “wrap fee” from which the investment advisor is paid a portion of such fee. In addition, most Wrap Sponsors will require Congress Asset to direct brokerage on trades made by the Firm on behalf of their wrap clients their designated broker-dealer.

Typically, the Wrap Sponsor will present Congress Asset as one candidate of several for the provision of investment management services to its clients pursuant to the sponsor's wrap fee program. Congress Asset, along with the names of one or more other investment advisors, will be supplied to those clients for whom the stated investment philosophy and policies of the advisor and providing its services appear suitable.

Each Wrap Sponsor is required to deliver to the wrap fee clients a wrap fee program Brochure and a copy of Congress Asset’s most recent Form ADV Part 2A, pursuant to the requirements of the Investment Advisers Act of 1940, as amended.

Congress Asset participates in wrap fee programs sponsored by: Adhesion Wealth Advisor Solutions Inc., Argentus Partners, LLC., Brinker Capital Inc., Charles Schwab & Co, Inc., CIBC Wood Gundy, Citigroup Global Markets, Inc., Claraphi Advisory Network, Concord Equity Group Advisors, Concord Wealth Management, Deutsche Bank Securities Inc., Edward D. Jones & Co., LLP, Envestnet Asset Management, Inc./ FundQuest Inc., Fifth Third Bank, Folio Dynamix, JP Morgan/Bear Stearns, KeyBank National Association, Ladenburg Thalmann, Lockwood Advisors, Inc., LPL Financial Corp., Merrill Lynch UMA, Morgan Stanley Smith Barney LLC, Mount Yale UMA, Oppenheimer Asset Management, Placemark Investments, Inc., RBC Capital Markets Group, RW Baird, Sawtooth Asset Management, Inc., Stephens, Inc., Stifel, Nicolaus & Company, Inc., TD Ameritrade, UBS Financial Services, Inc., US Bank National Association, Wells Fargo Advisors, LLC

Congress Asset may terminate its services to one or more of its Clients under the agreement for any reason, or for no reason, upon at least 30 days of prior notice.

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Mutual Fund Portfolio Management

Congress Asset provides discretionary investment management and related services to mutual funds (i.e., open-end investment companies registered under the Investment Company Act of 1940, as amended). These funds are: The Congress Large Cap Growth Fund, the Congress Mid Cap Growth Fund, and the Congress All Cap Opportunity Fund (the "Congress Funds").

Daniel A. Lagan and Gregg A. O'Keefe serve as the investment managers to the Congress Large Cap Growth Fund. Todd W. Solomon and Gregg A. O’Keefe, serve as the investment managers to the Congress Mid Cap Growth Fund and Peter C. Andersen and Matthew T. Lagan serve as the investment managers to the Congress All Cap Opportunity Fund.

Interested investors should refer to the Mutual Fund's prospectus and Statement of Additional Information ("SAI") for important information regarding objectives, investments, time-horizon, risks, fees, and additional disclosures. These documents are available on-line at: http://www.congressasset.com/funds/. Prior to making any investment in the Mutual Funds, investors and prospective investors should carefully review these documents for a comprehensive understanding of the terms and conditions applicable for investment in the Mutual Funds. Each Congress Fund’s prospectus is available through the Firm’s website: http://www.congressasset.com/funds/

Sub Advisory to Mutual Funds

Congress Asset provides investment sub-advisory services to the Princeton Futures Strategy Fund (the "Princeton Fund"), a mutual fund registered under the Investment Company Act of 1940. As the investment manager to the fixed income portion of the Princeton Fund, Jeffrey R. Porter is responsible for developing, constructing and monitoring the fixed income portion of the fund.

Interested investors should refer to the Princeton Fund's prospectus and SAI for important information regarding objectives, investments, time-horizon, risks, fees, and additional disclosures. These documents are available online at www.pfstrategyfund.com. Prior to making any investment in the Princeton Fund, investors and prospective investors should carefully review these documents for a comprehensive understanding of the terms and conditions applicable for investment in the fund.

Sub-Advisory Arrangements with Affiliates

Congress Asset also serves as sub-adviser to its two registered adviser affiliates: Congress Capital Partners, LLP (“Congress Capital Partners”) and Congress Wealth Management, LLC (“Congress Wealth”). In its capacity as sub-adviser to Congress Capital, Congress Asset provides portfolio management, administrative and operational support. Please refer to “Other Financial Industry Activities and Affiliations”, Item 10 of this Brochure for more information regarding the Firm’s relationship with its affiliates.

Model Portfolio Management:

Congress Asset provides model portfolio management services to institutional Clients, primarily Wrap Sponsors of Unified Managed Account (“UMA”) structures. Congress Asset will communicate model changes to the Wrap Sponsors. In turn, each Wrap Sponsor is responsible for effecting such changes in their Client accounts.

Private Equity

Congress Asset provides discretionary and non-discretionary investment management services to pension and profit sharing plans that invest in limited partnerships. Investment in these types of securities may involve certain additional degrees of risk and will only be recommended to institutional Clients and only when consistent with the Client's stated investment objectives, tolerance for risk, liquidity and suitability.

Other Advisory Services

Congress Asset also offers access to portfolio strategy, asset allocation, and construction advice (“Portfolio Construction Services”) to its current and prospective institutional Clients. Such service may be included as part of the investment management agreement or as part of a distribution/referral or custody agreement. The Firm may also provide this service as a standalone arrangement. Fees for such services are generally based on a percentage of the institutional Client’s assets under management. The Advisor at its discretion may also waive fees altogether.

Amount of Assets Managed

As of 12/31/2014, we were actively managing $ 6,328,086,176 of Clients' assets on a discretionary basis and $1,120,764,079 of Clients' assets on a non-discretionary basis. The total assets under management were $7,448,850,255.

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Item 5 Fees and Compensation

Investment Advisory Fees

Overview Congress Asset typically charges an investment advisory fee based on a percentage of the assets under its management. Fees are calculated on either a monthly or quarterly basis, and may be payable either in advance based on the value of the account as of the beginning of each billing period, or in arrears based on the value of the account at the end of each billing period. The account management fee is prorated for periods less than a full billing cycle.

Congress Asset may, but generally does not, enter into performance based fee arrangements. All fee arrangements, terms and conditions of the fee structure will be mutually agreed upon prior to entering into an Investment Management Agreement. See Item 6 for more information on performance based fees.

Congress Asset retains the discretion to negotiate alternative fees on a Client-by-Client basis. Client facts, circumstances and needs are considered in determining the fee schedule. These include but are not limited to: complexity of the Client, amount of assets to be placed under management, anticipated future additional assets, assets under management in related accounts, complexity of Client specific guidelines and restrictions and special reporting/client service requirements. Each Client’s fee is agreed to in writing within the investment management contract.

The Firm may group certain related Client accounts for the purposes of achieving the minimum account size requirements and determining the annualized fee. Discounts may be offered to family members and friends or associated persons of our firm.

Discretionary Portfolio Management

Congress Asset's annual fees for Discretionary Portfolio Management Services are based upon a percentage of assets under management and generally range from 0.10% to 1.00%. The investment advisory fees are negotiable and differ from one Client to another based on certain criteria such as: amount of assets, Client type, style, customization, and other factors discussed above.

Mutual Fund Portfolio Management

The annualized fee for Mutual Fund Portfolio Management services is charged as a percentage of assets under management. Management fees are accrued daily and paid monthly, in arrears. The Firm may also waive or defer all or a portion its advisory fee based upon an agreement with the mutual fund to limit a fund’s overall expense ratio. Below is the fee schedule to the Congress Funds. Fund Name Management Fee Congress Large Cap Growth Fund 0.50% per annum Congress Mid Cap Growth Fund 0.60% per annum Congress All Cap Opportunity Fund 0.60% per annum

Sub Advisory to Mutual Funds

Congress Asset is also a provider of sub advisory services to mutual fund advisors. Fees for this service are negotiable. Sub Advisory to Affiliates

Congress Asset also serves as sub-adviser to its two registered adviser affiliates: Congress Capital Partners, LLP (“Congress Capital Partners”) and Congress Wealth Management, LLC (“Congress Wealth”). Each sub-advisory agreement provides for investment management and trlated trading and operational support. In its capacity as sub-adviser to Congress Capital, Congress Asset is the investment manager to the Risk Managed Assets and Risk Managed Satellites strategies (the “Risk Managed Series”). The strategies of the Risk Managed Series employ a strategic and tactical allocation of low cost exchange traded funds (“ETFs”) with the ability to move quickly to cash under various market scenarios.

The Firm also serves as sub-advisor to Congress Wealth. The Firm acts as investment manager to certain Congress Wealth clients who wish to solely contract with Congress Wealth, rather than contracting directly with Congress Asset.

Model Portfolio Management

Congress Asset’s annual fees for Model Portfolio Management Services are based upon a percentage of assets under management and generally range from 0.20% to 0.50%. The annualized fee for Model Portfolio Management Services is charged as a percentage of assets under management as negotiated with each Client, typically a Wrap Sponsor to a UMA program.

A minimum of $100,000 of assets under management is required for this service. This account size may be negotiable under certain circumstances. Congress Asset may group certain related Client accounts for the purposes of achieving the minimum account size and determining the annualized fee. Private Equity Congress Asset assesses an annualized fee of up to 0.50% on a Client investment in private equity limited partnership. For the first two years of each investment, the fee is applied to total commitments made by the Client. Thereafter, the fee is applied to the amount of the Client’s invested capital in each partnership. In certain cases, the Firm may enter into a flat fee arrangement, if appropriate to both the Client and Congress Asset. Congress Asset Management Company, LLP – Firm Brochure 6

Termination of the Advisory Relationship

A Client agreement may be canceled by either party at any time and for any reason upon receipt of 30 days written notice. As disclosed above, certain fees are paid in advance of services provided. Upon termination of any account, any prepaid and/or unearned fees will be promptly refunded. In calculating a Client’s reimbursement of fees, we will pro rate the reimbursement according to the number of days remaining in the billing period.

Other Fees

Additional Fees and Expenses:

Clients are also subject to fees and expenses charged by custodians and broker dealers for services such as safekeeping, brokerage and administration of their account. In addition, Clients who were referred to Congress by another investment adviser may be subject to advisory fees separate and apart from those of Congress Asset.

Mutual Fund and ETF Fees

Under certain circumstances Congress Asset may invest all or a portion of a Client’s assets in mutual funds and/or ETFs. Fees paid to Congress Asset for investment advisory services are separate and distinct from the fees and expenses charged by such funds to their shareholders. These fees and expenses are described in each fund's prospectus. These fees will generally include a management fee, a distribution fee and charges for fund operating expenses. If the fund also imposes sales charges, a Client may pay an initial or deferred sales charge.

In cases where a Client of Congress Asset is invested in a Congress Fund, the Congress Asset advisory fee will be waived relating to the amount of assets invested in the Congress Fund.

ERISA Accounts

Congress Asset is deemed to be a fiduciary to advisory Clients that are employee benefit plans or individual retirement accounts (“IRAs”) pursuant to the Employee Retirement Income and Securities Act ("ERISA"), and regulations under the Internal Revenue Code. As such, Congress Asset is subject to specific duties and obligations under ERISA and the Internal Revenue Code that include among other things, restrictions concerning certain forms of compensation. Congress Asset may only charge fees for investment advice about products for which it and/or its related persons do not receive any commissions or 12b-1 fees, or conversely, when such fees are used to offset Congress Asset's advisory fees.

Item 6 Performance-Based Fees and Side-By-Side Management

Performance Based Fees

Congress Asset may, but generally does not, enter into performance based fee arrangements with its Clients. In such cases, fee arrangements will be based on a percentage of assets under management plus a percentage of the difference between the performance of the Client’s account and that of an appropriate index.

Side by-side Management

The Firm recognizes that managing Client accounts with a performance based fee arrangement may create conflicts where an account with a performance based fee may receive allocations of certain investment opportunities over another Client accounts. The Firm believes that opportunities for such conflict are mitigated by the high level of liquidity for comparable securities among all its Clients, The Firm’s policies and procedures with regard to trading, its code of ethics and account review process.

Item 7 Types of Clients

As discussed above in Item 4, Congress Asset provides discretionary and model portfolio investment management services to individual and institutional Clients. Clients include charitable organizations, pension and profit sharing plans (including plans subject to the Taft-Hartley Act), state and municipal government entities, taxable and tax-exempt institutions, high net worth individuals and commingled investment vehicles such as mutual funds. Congress Asset also provides these services in the capacity of a sub-adviser and through wrap accounts sponsored by other investment advisers or broker-dealers.

Generally, a minimum of $100,000 of assets under management is required for this service. This account size may be negotiable under certain circumstances. Congress Asset may group certain related Client accounts for the purposes of achieving the minimum account size and determining the annualized fee.

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Item 8 Methods of Analysis, Investment Strategies and Risk of Loss

Methods of Analysis

Overview - Equities

Congress Asset employs a view that superior long-term performance of a company’s stock price is generated by companies which consistently grow earnings and cash flow. Stock selection is primarily based on a research-driven bottom up approach, balanced by a congressional approach, where each investment strategy is governed by an investment product committee (“IPC”). The IPC is where research and recommendations are reviewed, debated and decided upon. Each of Congress Asset’s IPC’s contain at least one representative from the Firm’s Investment Oversight Committee (“IOC”). The IOC is responsible for oversight of all investment activity and for the Firm’s general investment policies.

Congress Asset uses many research techniques which may be summarized as follows:

Idea Generation: Congress Asset exercises continuous and proactive idea generation. Portfolio managers and research analysts identify possible investment opportunities using numerous tools, such as quantitative screening, third-party research reports, periodicals, news articles, direct company meetings, press releases, industry conferences and any other useful and reliable information sources. The best ideas move forward to the Analysis stage.

Fundamental Analysis: The Firm’s portfolio managers and research team performs its own analysis of the companies identified as having the most compelling investment opportunity. The teams validate key quantitative metrics such as earnings growth, cash flows and balance sheet strength and other key factors such as competitive advantages, market leadership, product development and pricing power. The teams also assesses the relevant external conditions of the economic and industry sectors related to each company. In addition, the teams also assess the management of each compa ny. Lastly, for companies which are still compelling to invest in, the decision to invest is debated within each’s own IPC and compared to the companies already within the relevant investment strategy.

Overview – Fixed Income

Congress Asset’s investment philosophy is to maximize potential return per unit of risk using fundamental and relative valuations that employ a combination of top down and bottom up techniques to deliver a consistent pattern of relative returns with minimal periods of underperformance. The Fixed Income Investment Policy Committee is the decision maker for all fixed income activity. The committee is also the central coordinating body that sets, implements, and supervises our screening process and investment policy. The Fixed Income IPC sets the sector allocation weights, duration targets, and reviews credit analysis performed by analysts and portfolio managers. The Fixed income IPC contains at least one member from the IOC.

Top Down analysis: This can include identifying global and domestic trends (i.e., fiscal policy, monetary policy, fund flows, etc.), anticipating future yield curve shape and position, determining which sectors to overweight and underweight via spread analysis, and identifying undervalued or overvalued securities.

Bottom Up analysis: A multistep process that can include identifying attractive issuers through proprietary screening tools, identifying mispriced securities through daily evaluation of broker runs, selecting individual securities for possible investment and processing potential through a break-even analysis, and comparative analysis of security versus security purchase and sale.

Additional research techniques may be utilized (depending on the asset class being evaluated) and can be summarized as follows:

Quantitative Screening: Each fixed income product has its own universe of securities in which it may invest. The universe is screened and reduced based primarily on security indicative features which can include, but are not limited to, maturity date, issuance size, credit ratings, market of issue, and other bond-specific features.

Fundamental Analysis: The Firm’s portfolio managers and research team performs its own analysis of existing and potential issuers using our proprietary fundamental model. We seek to ensure proper payment of interest and principal by assessing the overall financial health of issuers using a variety of metrics as well as peer-based analyses.

Investment Strategies

Congress Asset considers themselves investors and not traders. The Firm typically acquires a security with the intent holding it as a long-term investment. However, circumstances may arise where it is in the best interest of the Firm’s Clients to sell sooner than expected. For example, a run-up in a securities price to a level higher than our analysis supports may cause us to exit or trim that position. Conversely, an unforeseen event, either internal or external to the securities issuer, may also cause us to exit or trim the position.

Congress Asset employs various investment strategies based on the objectives and strategies of its Clients. Client portfolios with similar investment mandates, strategies and guidelines are generally managed similarly. Long term (securities held for at least one year), short term (securities sold within one year), trading (securities sold within thirty days) and option strategies, including option writing, may all be used if permitted by the applicable client investment guidelines. The Firm may also borrow securities in connection with short sales, borrow money to invest in additional portfolio securities or engage in transactions in futures contracts for some Clients. Congress Asset may also provide asset allocation services to certain Clients, on either a discretionary or non-discretionary basis, with periodic rebalancing.

In employing investment strategies, Congress Asset may use certain strategies in an attempt to “hedge” or “neutralize” various risks associated with positions in a Client’s portfolio. The instruments used to engage in these hedging strategies include various derivative instruments, such as options, warrants, interest rate swaps, interest rate caps and other derivative securities. The Firm’s attempts to partially or fully hedge a portfolio may not be successful and may cause the portfolio to incur a loss.

Upon request and after discussion and agreement with the Client, the Firm will incorporate environmental, social and governance factors into its fundamental analysis to help identify risks and opportunities and to the extent that they are material to investment performance. In addition, the Firm will also employ certain socially conscious screens upon specific request and direction from our Clients. Congress Asset Management Company, LLP – Firm Brochure 8

Risk of Loss

Securities investments are not guaranteed and you may lose money on your investments. Each investment style or strategy will carry with it different levels of risk. Our investment styles and strategies can be matched with each Client's unique combination of desired returns, investment objectives, cash flow needs, and personal risk tolerance to determine the most suitable investments. All investments in securities involve risk. It is possible that a Client’s investment objectives will not be achieved or that a Client will lose all or a portion of their investments. The risks all investors face include the following: Market Risk: All securities investments are subject to changes in the market place. At times, movements in the market can be significant, which will cause the value of an investor’s account to change. For example, in 2008 the markets experienced significant broad-based decreases, due in part to a wide spread credit crisis and significantly negatively impacted investors’ portfolios. Investment Selection Risk: Congress Asset’s analysis of an investment may be incorrect and may result in selections of investments that suffer losses or underperformance relative to other investments. Credit Risk: The issuer of a fixed-income security could default on its obligation to pay principal and/or interest or its credit rating could be downgraded, resulting in loss of part or all such security or result in such security becoming illiquid for some period of time. Interest Rate Risk: As interest rates rise, the value of fixed-income securities is likely to decrease. Securities with longer durations tend to be more sensitive to changes in interest rates, and are usually more volatile than securities with shorter durations. In a rising interest rate environment a Client’s fixed income portfolio may lose value. Client Imposed Investment Restrictions Risk: Clients who place restrictions on Congress Asset from investing in certain industries or specific companies for social, religious, statutory or other reasons, may result in Congress Asset forgoing investment opportunities which are in the best economic interest of the Client. Such restrictions may result in performance less favorable than other Client accounts managed by the Firm without such restrictions. Further, Clients may impose proxy voting requirements which may cause Congress Asset to vote in a manner not in the best economic interest of its Clients. Risks for all forms of analysis: While we are alert to indications that data may be incorrect, there is always a risk that our analysis may be compromised by inaccurate or misleading information. Information which the Firm gathers and in-part depends upon to be accurate and unbiased includes, but is not limited to: corporate annual reports, filings with the Securities and Exchange Commission (SEC), company press releases, research material reported by others, financial newspapers and magazines, corporate ratings/analytical services, government reports, etc.

Item 9 Disciplinary Information

Congress Asset is required to disclose any legal or disciplinary events that are material to a Client's or prospective Client's evaluation of our advisory business or the integrity of our management.

Our firm and our management personnel have no reportable disciplinary events to disclose. Item 10 Other Financial Industry Activities and Affiliations

General

Congress Asset is not affiliated with any broker dealer, custodian, or non-advisory service provider which performs services to the Firm, its affiliates or its Clients. In addition, Congress Asset does not engage in financial industry activities except for the advisory services performed and disclosed in this Brochure.

The Firm is affiliated with Congress Wealth Management and Congress Capital Partners, both of which are investment advisers registered with the SEC and both of which are under common control with the Firm. In addition, certain officers of the Firm are associated with one or both affiliates with regard to responsibility and ownership. In addition, some employees of Congress Asset are separately licensed as registered representatives of Quasar Distributors LLC, an unaffiliated limited purpose broker-dealer and a subsidiary of U.S. Bank Corp (“Quasar” and taken together with Congress Capital Wealth Management and Congress Capital Partners, “Related Persons”)

While Congress Asset and its Related Persons discussed below endeavor at all times to put the interest of the Clients first as part of their fiduciary duty, Clients should be aware that the receipt of additional compensation directly or indirectly by the Firm or its Related Persons may create a conflict of interest and may affect the judgment of these Related Persons and their employees when making recommendations.

Where appropriate, Congress Asset and its employees may recommend the various investment and investment-related services of the Related Companies to our advisory Clients. The Related Companies and their employees may also recommend the advisory services of Congress Asset to their clients. The services provided by the Related Companies and the related compensation they may receive from Clients are separate and distinct from the advisory services provided by and fees paid to Congress Asset. No Congress Asset client is obligated to use the services of any of the Related Companies.

To address these potential conflicts the Firm and its two affiliated investment advisers have taken the following actions:

• Each affiliate shares the same Chief Compliance Officer who has full transparency into each organization; • Executive management of each affiliate and the Chief Compliance Officer maintain frequent and open communication which facilitates

identification, analysis and remediation of real and perceived conflicts;

• Each affiliate requires its employees seek prior approval of any outside employment activity so that we may ensure that any conflicts of Congress Asset Management Company, LLP – Firm Brochure 9

interests in such activities are properly addressed;

• Each affiliate periodically monitors these outside employment activities to verify that any conflicts of interest continue to be properly addressed by our firm; and

• Each affiliate educates its employees regarding the responsibilities of a fiduciary, including the need for having a reasonable and independent basis for the investment advice provided to clients.

Relationship with Congress Wealth Management

Generally, Congress Wealth Management (CRD No. 149446; SEC No. 801-69988) recommends to its clients Congress Asset, as an investment manager for those strategies disclosed in this Brochure. Congress Wealth Management clients enter into a separate investment management agreement with Congress Asset (a ‘dual contract’ arrangement) for which Congress Wealth may retain discretion to increase or decrease assets managed by Congress Asset. For certain legacy clients of Congress Wealth Management, a ‘single contract’ agreement exists where Congress Asset manages Congress Wealth clients’ assets pursuant to a sub advisory agreement between Congress Wealth Management and Congress Asset.

Certain senior officers of Congress Wealth Management are also associated with Congress Asset. Paul A. Lonergan, President of Congress Wealth Management also serves on the Management Committee of Congress Asset.

Certain senior officers of Congress Asset are also associated with Congress Wealth Management. Daniel Lagan, President of Congress Asset and Christopher Lagan, Managing Director and Chief Operating Officer of Congress Asset are members of Congress Wealth Board of Directors. In addition, Peter C. Anderson, Senior Vice President and Portfolio Manager for Congress Asset also serves as Chief Investment Officer of Congress Wealth Management.

The principal owners of Congress Wealth Management are Harborview Partners 2012, LLC (the majority owner) and Lagan Wildwood Investments LLC. Lagan Wildwood Investments LLC is wholly owned by Lagan Holding Company, Inc.

Relationship with Congress Capital Partners

Congress Capital Partners (CRD No. 170030; SEC No. 801-79030), is a Massachusetts Limited Liability Partnership. Congress Capital Partners is the advisor for the Risk Managed Series and has appointed Congress Asset as sub adviser to provide day-to-day portfolio management, trading, portfolio accounting and reporting services to third-party intermediaries.

Certain persons and senior officers of Congress Asset are also associated with Congress Capital Partners. Brent Ciliano is a Senior Vice President of Congress Asset and serves as Chief Investment Officer of Congress Capital Partners. Paul Lonergan serves on the Congress Asset Management Committee and serves as President of Congress Capital Partners.

Congress Capital Partners is primarily owned by Congress Capital, LLC. Congress Capital, LLC is controlled by Lagan Wildwood II and Harborview II MMXII. Lagan Wildwood II is wholly owned by Lagan Holding Company Inc.

Relationship with Unaffiliated Broker-Dealer

Some employees of Congress Asset are separately licensed as registered representatives of Quasar Distributors LLC, an unaffiliated limited purpose broker-dealer and a wholly owned subsidiary of U.S. Bank Corp. Quasar serves as the principal underwriter to the Congress Funds. Dual employees of the Firm and Quasar, in their separate capacity as distributors, can effect securities transactions to purchase or sell the Congress Funds.

Congress Funds

Congress Asset is the investment adviser to the Congress Funds, registered mutual funds trusteed at US Bancorp and distributed by Quasar. From time to time, Congress Asset and/or its affiliates may recommend that clients buy or sell shares of the Congress Funds. In cases where Congress Asset recommends its Clients invest through the Congress Funds, the Firm will waive its advisory fee on the assets invested in the Congress Funds. The Congress Funds’ Prospectus and Statement of Additional Information are available on-line at: www.congressasset.com/funds.

Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading

Congress Asset has adopted a Code of Ethics, pursuant to Rule 204A-1 of the Investment Advisers Act of 1940. The Code of Ethics sets forth high ethical standards of business conduct, including compliance with applicable federal securities laws.

Congress Asset’s personnel owe a duty of loyalty, fairness and good faith towards its Clients, and have an obligation to adhere not only to the specific provisions of the Code of Ethics but to the general principles that guide the Code of Ethics.

The Firm’s Code of Ethics includes policies and procedures for the review of quarterly securities transactions reports as well as initial and annual securities holdings reports that must be submitted by the firm’s access persons. Among other things, our Code of Ethics also requires the prior approval of any acquisition of securities in a limited offering (e.g., private placement) or an initial public offering. Our code also provides for oversight, enforcement and recordkeeping provisions.

Congress Asset's Code of Ethics further includes the firm's policy prohibiting the use of material non-public information. While the Firm does not believe that we have any particular access to non-public information, all employees are reminded that such information may not be used in a Congress Asset Management Company, LLP – Firm Brochure 10

personal or professional capacity.

Congress Asset may recommend that clients buy or sell securities or investment products in which Congress Asset, its officers and its employees have a financial interest. Conversely, officers and employees may buy and sell for themselves securities which Clients hold. To safe guard against conflicts with the Firm’s Clients, each employee and his or her immediate family members, as well as designated interns and contractors, are required to pre-clear all ‘covered securities’ trades, as defined in the Code of Ethics, for his or her own account. Covered securities pursuant to the Code of Ethics also includes shares of the Congress Funds. Each pre-clearance request is reviewed by an investment professional designated by the Chief Compliance Officer to ensure trading by officers and employees for their personal accounts is not prior to or contemporaneous with transactions effected by the Firm on behalf of its Clients.

The Firm’s Code of Ethics also requires each employee to disclose each outside business activity they may have and to pre-clear with the Firm’s management and its Chief Compliance Officer each prospective outside business activity.

A copy of our Code of Ethics is available to our advisory clients and prospective clients. You may request a copy by email sent to info@congressasset.com, or by calling us at 617-737-1566.

Item 12 Brokerage Practices

General

The Firm has the responsibility to effect orders correctly, promptly and in the best interests of its Clients. Congress Asset has the duty to treat all its Clients fairly, ensuring that over time no Client is advantaged or disadvantaged compared to other Clients. In the event a trade error occurs in the handling of any Client transactions due to the Firm's actions, or inaction, or actions of others, Congress Asset will seek to identify and correct any errors as promptly as possible without disadvantaging the Client or benefiting the Firm.

Congress Asset recognizes that brokerage is the property of the Clients, and as such, is to be allocated to broker-dealers in a manner that serves the interests of its Clients. It also recognizes an ongoing duty to seek to obtain best execution. While the firm endeavors to obtain the best combination of price and execution for its Clients, “best execution” does not necessarily mean it will pay the lowest commission or spread.

The firm also seeks competitively priced brokerage services where the broker-dealer can provide value-added, company-specific, and thematic industry research, including meetings with management and conferences. Additional factors in selecting a broker-dealer include, but are not limited to: quality of investment research; liquidity of the market in a security; financial stability of the broker-dealer; promptness of execution; quality of settlement; the broker’s ability to handle a desired block; and efficiency in clearing and settling trades.

Research and Soft Dollars

Congress Asset may use brokers who provide useful research and securities transaction services even though a lower commission may be charged by a broker who offers no research services and minimal securities transaction assistance. Some research services may be useful in servicing all our Clients while some research may be useful for only certain Client accounts.

Congress Assets investment professionals periodically review the quality of research provided by brokers. The review is coordinated by the Director of Research and results in a ‘research vote’ which is presented to the Firm’s Best Execution Committee for review. Consideration for retaining or replacing brokers occurs at this meeting.

Consistent with obtaining best execution for Clients, Congress Asset may direct brokerage transactions for Clients' portfolios to brokers who provide third-party research and execution services to Congress Asset and, indirectly, to Congress Asset's Clients. These services, which are eligible pursuant to Section 28(e) of the Securities Exchange Act of 1934, are designed to augment the Firm’s internal research and investment strategy capabilities. The Firm believes that the acquisition of such research through soft dollars is in the long-term benefit to all its Clients.

Congress Asset recognizes that when using Client brokerage commissions to obtain research or brokerage services, it receives a benefit to the extent that Congress Asset does not have to produce such products internally or compensate third-parties with its own money for the delivery of such services. Therefore, such use of Client brokerage commissions results in a conflict of interest, because Congress Asset has an incentive to direct Client brokerage to those brokers who provide research and services, even if such brokers do not offer the best price or commission rates for our Clients. Further, broker-dealers selected may be paid commissions for effecting transactions for our Clients that exceed the amounts other broker-dealers would have charged for effecting the same transactions. However, Congress Asset endeavors to determine in good faith that such amounts are reasonable in relation to the value of the brokerage and/or research services provided by those broker-dealers.

Certain items obtainable with soft dollars may not be used exclusively for either execution or research services. In such cases, the cost of such "mixed-use" products or services will be fairly allocated and Congress Asset makes a good faith effort to determine the percentage of such products or services which may be considered as investment research. The portions of the costs attributable to non-research usage of such products or services are paid by the Firm to the broker-dealer in accordance with the provisions of Section 28(e) of the Securities Exchange Act of 1934.

Congress Asset uses products and services including investment recommendations, investment research, and financial publications providing corporate financial data, financial statistical data, economic data and forecasts, and systems for arranging and assimilating data. Third party research includes the following products and services:

Bloomberg’s Bloomberg Research S&P Capital IQ Value Line Publishing

Congress Asset’s Soft Dollar Committee conducts periodic soft-dollar reviews, analyzing price and commissions offered by the various brokers used and volume of Client commissions directed to each broker. Moreover, we perform a qualitative ranking of all brokers used by polling our trading staff, research analysts, and portfolio managers.

Congress Asset Management Company, LLP – Firm Brochure 11

Order Allocation Trade Aggregation

When decisions are made to buy or sell the same security simultaneously for a number of accounts, Congress Asset may aggregate the purchase or sale into a single trade order (a “bundled” trade) if it deems this to be appropriate and in the best interests of the accounts involved. Bundle trading may allow us to execute trades in a timely, and equitable manner, at the same average share price or spread for each Client account. Congress Asset will typically aggregate trades among Clients whose accounts can be traded at a given broker.

Congress Asset's policy prohibits any allocation of trades in a manner that favors one type of Client account over another. In addition to executing bundled trades, as described above, Congress Asset will also rotate the trading order of its discretionary and directed groupings, in cases where a portfolio model change is required. As a model change in a given investment strategy impacts all Clients in that investment strategy, the Firm feels it necessary to rotate the order of Client groupings to ensure equitable trading over time. Generally, unified management accounts (“UMA”), are excluded from the trade rotation and are traded following completion of the rotation.

Directed Brokerage

Some Clients designate a particular broker or dealer through which trades are to be made (“directed trades”). In addition, wrap-fee arrangements generally require Congress Asset to direct all brokerage transactions to the sponsoring broker-dealer. Where a Client directs trades, Congress Asset may not able to negotiate commission rates or spreads and is not able to obtain the same execution it receives for other Clients. This means that directed-trade Clients may receive worse prices than Clients who delegate trading responsibility to Congress Asset. Additionally, Clients who direct trades to a particular broker or dealer often pay higher commissions, greater spreads, or receive less favorable net prices than they would if Congress Asset were able to select brokers or dealers.

Brokerage for Client Referrals

Brokers that the Firm selects to execute transactions may from time to time may refer Clients to our firm. Congress Asset will not make commitments to any broker or dealer to compensate that broker or dealer through brokerage or dealer transactions for Client referrals; however, a potential conflict of interest may arise between the Client's interest in obtaining best price and execution and Congress Asset's interest in receiving future referrals.

Item 13 Review of Accounts

General

Congress Asset portfolio managers continually review Client account to ensure they are managed to meet the Clients goals, risk tolerances, liquidity needs and other stated objectives. The Firm endeavors to meet with each Client and/or their appointed agent annually, or when circumstances warrant, to review changes in their profile, discuss past performance, share forward looking views as they are relevant and provide recommendations. In the interim, Clients and/or their appointed agents are provided quarterly portfolio account appraisals for their review and comparison to other statements they may receive from broker dealers, custodians, trust companies, etc.

Review of Separately Managed Accounts (“SMA”) `

Underlying securities of each Client SMA are continually monitored. Formal account reviews are held at least semi-annually by the Account Review Committee. Additional account reviews may be held due to market events, disruptions or trends. Client accounts are reviewed in the context of Congress Asset’s model portfolios, approved lists, cash holding and each Client's stated investment objectives and guidelines.

Account Review Committee meetings are attended by members of the Investment Oversight Committee, Operations and members from each investment strategy’s Investment Policy Committee.

Review of Wrap Accounts Underlying securities in SMA and UMA Wrap Accounts are continually monitored. Formal account reviews are held at least semi-annually by the Wrap Account Review Committee. Additional account reviews may be held due to market events, disruptions or trends. Client accounts are reviewed in the context of Congress Asset’s model portfolios, approved lists, cash holding and each Client's stated investment objectives and guidelines. Service levels of Wrap Account sponsors and trading platforms are also reviewed. Wrap Account Review Committee meetings are attended by a member of the Investment Oversight Committee, Operations and members from each investment strategy’s Investment Policy Committee.

Review of Mutual Funds

Congress Asset continually reviews and monitors each mutual fund for which it is the advisor or sub-advisor, in accordance with the Investment Company Act, the policies and procedures adopted by each mutual fund’s board of directors/trustees and investment objectives set forth in the each mutual fund’s Prospectus. The Firm reviews each fund with its board as well as the business of the Firm annually, as required under Section 15c of the Investment Company Act.

Congress Asset Management Company, LLP – Firm Brochure 12

Item 14 Client Referrals and Other Compensation

General

Congress Asset may pay referral fees to independent persons or firms ("Solicitors") for introducing Clients to us. Whenever we pay a referral fee, we require the Solicitor to provide the prospective Client with a copy of this document (our Firm Brochure) and a separate disclosure statement that includes the following information:

• The Solicitor's name, Congress Asset’s name and the relationship with our firm;

• The fact that the Solicitor is being paid a referral fee by Congress Asset;

• The terms of the fee paid or to be paid by Congress Asset; and

• Whether the fee paid to Congress Asset by the Client will be increased above Congress Asset’s normal fees in order to compensate the Solicitor.

As a matter of firm practice, the advisory fees paid to us by Clients referred by Solicitors are not increased.

Solicitation Arrangements

Congress Asset had a strategic partnership with ARK Global LLC (“ARK”), a licensed broker-dealer, for ARK to provide sales services for fixed income products to Congress Asset. This agreement expired in 2011, however Congress pays ARK a percentage of the management fees generated from any fixed income assets the ARK representatives raised for Congress Asset.

Other Compensation

Congress Asset is advisor to the Congress Mutual Funds and compensates certain broker-dealers for sale of the Congress Mutual Funds to Clients who purchase the retail classes of the Fund's shares.

Item 15 Custody

Congress Asset has certain Client relationships where it is deemed to have custody pursuant to Rule 206(4)-2 of the Investment Advisers Act of 1940, as amended. For all such Client accounts, (i) Congress Asset will obtain an annual surprise examination from an independent auditor of accounts for which Congress Asset is deemed to have custody; (ii) Client assets are held at qualified custodian(s) of the Client’s choosing, who shall provide custody account statements directly to each Client, at least quarterly; (iii) Congress Asset will provide to each Client an account statements at least quarterly, enabling Clients to compare such information to their custody statements

Clients are urged to compare the account statements received directly from their custodians to the performance report statements provided by the Advisor.

Item 16 Investment Discretion Clients may hire Congress Asset to provide discretionary asset management services, in which case we place trades in a Client's account without contacting the Client prior to each trade to obtain the Client's permission. Our discretionary authority includes the ability to determine the security to buy or sell, and/or determine the amount of the security to buy or sell

Clients give us discretionary authority when they sign an investment management agreement (“IMA”) with our firm. Within the IMA or by separate written instructions, Clients may limit discretionary authority and/or place upon the Firm reasonable investment restrictions. Clients may also change or amend such limitations by once again providing us with written instructions.

Item 17 Voting Client Securities Congress Asset votes proxies for certain Client accounts when such authority is granted. Any Client may choose to vote proxies on their own account. Congress Asset will vote proxies in the best economic interests of its Clients and in accordance with our established policies and procedures. In the case of ERISA Clients, Congress Asset accepts its fiduciary responsibility to vote proxies in the best interest of plan participants and their beneficiaries.

Congress Asset will retain all proxy voting books and records for the requisite period of time, including a copy of each proxy statement received, a record of each vote cast, a copy of any document created by us that was material to making a decision how to vote proxies, and a copy of each written Client request for information on how the adviser voted proxies. Congress Asset also uses a third party research firm to assist in the decision making process for proxy voting. Congress Asset Management Company, LLP – Firm Brochure 13

With respect to ERISA accounts, we will vote proxies unless the plan documents specifically reserve the plan sponsor's right to vote proxies.

Clients may instruct us to vote proxies according to particular criteria (for example, to always vote with management, or to vote for or against a proposal to allow a so-called "poison pill" defense against a possible takeover). These requests must be made to Congress Asset in writing. Clients may also instruct us on how to cast their vote in a particular proxy contest by email to info@congressasset.com, or in writing to Congress Asset, 2 Seaport Lane, 5th Floor, Boston, MA 02210.

Clients and prospective Clients should be aware that Congress Asset Management typically follows the recommendation of the AFL-CIO when voting proxies for Taft-Hartley Clients, while at the same time is actively soliciting new business from the Taft-Hartley market. Voting to such recommendations may at times be different from how we vote our other Clients’ proxies and in opposition to the interests of such other Clients.

From time to time conflicts may arise with regard to how Congress Asset should vote or abstain a particular proxy vote. Generally, in such cases the Chair of the Congress Asset Proxy Committee and the Chief Compliance Officer will be notified. If a true conflict is identified, a meeting of the Proxy Committee will be called to order to review the conflict and determine how the proxy will be voted.

We will neither advise nor act on behalf of the Client in legal proceedings involving companies whose securities are held in the Client’s account(s), including, but not limited to, the filing of "Proofs of Claim" in class action settlements. If desired, Clients may direct us to transmit copies of class action notices to the Client or a third party. Upon such direction, we will make commercially reasonable efforts to forward such notices in a timely manner.

Clients may obtain a copy of our complete proxy voting policies and procedures by contacting Congress Asset by telephone at 617-737-1566, by email to info@congressasset.com, or in writing to Congress Asset 2 Seaport Lane, 5th Floor, Boston, MA 02210. Clients may request, in writing, information on how proxies for his/her shares were voted.

Item 18 Financial Information As Congress Capital does not require or solicit payment of fees in excess of $1,200 per Client more than six months in advance of services rendered it is not required to include a financial statement with this Brochure.

Congress Asset is well capitalized with sufficient financial resources to fund continuing operations, growth, and meet all obligations to its Clients. Further, Congress Asset has not been the subject of a bankruptcy petition at any time during the past ten years.

Congress Asset Management Company, LLP – Firm Brochure 14

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2015 PRIVACY & PROXY NOTICE PRIVACY POLICIES AND PROCEDURES The trust and confidence of our customers is important to Congress Asset Management Company. For this reason, we are careful in the way we collect and handle non-public, personal information about our clients (“Client Information”). This Privacy Notice describes our policies and practices regarding Client Information and how it is obtained, disseminated, and protected. Information We Collect We may collect Client Information from the following sources:

• Information we receive on contracts or other forms, such as name, address, date of birth, and social security number

• Information relating to transactions with us, our affiliates and others, such as the purchase and sale of securities and account balances

• Information we receive from third parties, such as custodians, wealth management and financial services firms, as required or permitted by law

Information We Disclose We disclose Client Information about our present or former Clients to third parties only to the extent required or permitted by law. Such sharing of Client Information is applied to:

• Everyday business purposes such as processing transactions, maintaining and or servicing your account • Cooperating with regulatory authorities, responding to court orders and legal investigations • Taking reasonable and necessary steps to prevent fraud, unauthorized transactions, etc.

Opting Out Our current business practices require us to obtain written permission from you before we may disclose any Client Information in a way outside of what is discussed above. In addition, in the event we wish to share Client Information which requires us to obtain an “opt-out” (or, an “opt-in”) notice from you, we will do so prior to sharing such information. Information Security

• We continue to evaluate our efforts to protect confidential Client information and to keep our privacy policy and practices current

• We restrict access to Client Information to employees and service providers who are involved in providing products and services to our clients

• Employees with access to Client information may not use or disclose such information, except for Congress Asset Management business use

• We maintain physical, electronic, and procedural safeguards in order to protect Client Information. • When there is a need to dispose of confidential Client information, we require our employees to shred, not discard

the information If you have any questions regarding our Privacy Policy, call us at 800-542-7888 or write to us at 2 Seaport Lane, Boston, MA 02210. PROXY POLICIES AND PROCEDURES PROXY POLICIES Responsibility Congress Asset Management Company’s responsibility as an investment manager and plan fiduciary, as outlined in rule 206(4)-6 under the Investment Advisers Act of 1940, and the Employee Retirement Income Security Act of 1974 and subsequent Department of Labor policy statements, includes the duty to vote proxies on behalf of our clients when proxy voting authority has been delegated to us. Congress Asset Management Company accepts its fiduciary responsibility to vote proxies under these circumstances. This statement is intended to set forth those policies and guidelines to be followed in

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carrying out our responsibility. General Principles of Voting Proxy voting rights have been declared by the Department of Labor to be valuable plan assets and therefore must be exercised in accordance with the fiduciary duties of loyalty and prudence. This policy statement has been carefully crafted to meet the requirements of loyalty and prudence and will be employed by the Proxy Committee in its proxy voting procedures and decisions. The duty of loyalty requires that a voting fiduciary exercise its proxy voting authority solely in the interests of its clients, or plan participants and beneficiaries and for the exclusive purpose of providing plan benefits to participants and beneficiaries. The voting fiduciary is prohibited from subordinating the interests of participants and beneficiaries to unrelated objectives. The duty of prudence requires that proxy voting authority be exercised with the care, skill, prudence, and diligence that a similarly situated prudent person knowledgeable in such matters would exercise. Thus, in making proxy voting decisions, issues based on the merits of each. Congress Asset Management Company shall seek out information from a variety of sources to determine what is in the long term economic best interest of its clients, plan participants, and beneficiaries prior to making a proxy voting decision. In keeping with its fiduciary responsibilities, Congress Asset Management Company will vote proxies in accordance with the “economic best interests” of its clients, plan participants and beneficiaries. Congress Asset Management Company will consider the long-term impact of business plans on all affected parties including shareholders, debt holders, employees, retired workers, and communities in which the firm operates. Decisions Free of Outside Influence Generally, Congress Asset Management Company will vote on the recommendation of the issuers management, however, Congress shall take into consideration the general positions of trustees and other fiduciaries in deciding how to vote proxies. Congress Asset Management Company currently utilizes the services of Broadridge Investor Communications, an independent provider of proxy voting services. Such services may include voting execution, comprehensive reporting, and supporting justification. However, any influence imposed upon us by a person or persons who have a direct personal or financial interest in the outcome will be rejected as a violation of ERISA and our moral obligation to plan participants, and clients. On contested issues the guiding principle shall be the long term “economic best interests” of all affected parties. The interest of any one group shall not dominate the decision to the detriment of other affected parties. Clients and prospective clients should be aware that Congress Asset Management typically follows the recommendation of the AFL-CIO when voting proxies for Taft-Hartley clients, while at the same time is actively soliciting new business from the Taft-Hartley market. Voting to such recommendations may at times be different from how we vote our other clients’ proxies and in opposition to the interests of such other clients. PROXY PROCEDURES Proxy Committee The Proxy committee shall have responsibility for setting the proxy voting policy at Congress Asset Management Company. Proxies will be voted in the economic best interest of each individual client, ERISA plan participant, and beneficiaries. The Proxy Committee will use all available resources to help in evaluating proxy issues, and setting policies that are appropriate for each client. Congress Asset Management Company has an agreement with Broadridge Investor Communications to provide integrated third party research and electronic, automated, rules based voting capabilities via the Broadridge ProxyEdge service for each individual proxy. In the event of a vote that falls outside of the standard proxy voting rules for Congress Asset Management, the Proxy Committee will meet to review a specific vote. When the Proxy Committee reaches a decision concerning the proxy vote in question, Broadridge ProxyEdge shall be instructed to vote accordingly and no further action shall be required. A simple majority of the Proxy Committee shall be required for a final ruling on proxy issues. Record Keeping 1) Proxy Committee minutes and meeting material including the basis for any voting decision including whether the

advice of any individual outside of the organization was acted upon. 2) Records will be maintained detailing how proxies were voted and for which accounts they were voted. Records of proxy voting will be made available to Clients and ERISA Plan Sponsors upon a written request by email to proxies@congressasset.com or by mail to Congress Asset Management, 2 Seaport Lane, 5th Floor, Boston, MA 02210. PROXY COMMITTEE: Daniel A. Lagan Gregg A. O’Keefe Dory Bowers

Part 2B of Form ADV: Brochure Supplement

Congress Asset Management Company, LLP

2 Seaport Lane

5th Floor Boston, MA 02210

617-737-1566

03/31/2012

This brochure supplement provides information about the investment professionals employed by Congress Asset Management Company, LLP that supplements the Congress Asset Management Company, LLP brochure. You should have received a copy of that brochure. Please contact Daniel A. Lagan if you did not receive the Congress Asset Management Company, LLP brochure or if you have any questions about the contents of this supplement. Additional information about the investment professionals employed by Congress Asset Management Company, LLP are available on the Securities and Exchange Commission’s website at www.adviserinfo.sec.gov

Alfred Alphonsus Lagan Born: 1935

Education

• New York University Graduate School; M.B.A., Investments; 1964

• Iona College; B.A., Economics; 1956

Mr. Lagan received his Bachelor of Arts degree in Economics with a minor in Philosophy from Iona College in 1956. While working at Bankers Trust he attended the New York University Graduate School of Business Administration where his studies focused on investments and international business. In 1964, he received his Master of Business Administration degree with distinction.

Business Experience

• Congress Asset Management; Chairman; from 07/1999 to Present

• Congress Asset Management; President; from 01/1985 to 06/1999

• Putnam Advisory Company; Senior Vice President; from 01/1974 to 12/1984

• Bowery Savings Bank; Senior Vice President; from 02/1968 to 12/1973

• Congress Trust National Association; Vice Chairman; from 12/2006 to 11/2009

• Congress Trust National Association; Chairman; from 12/1997 to 12/2006

• Congress Trust National Association; President; from 12/1997 to 02/2002

• Congress Wealth Management; Director; from 04/2009 to Present

Mr. Lagan is the founder of Congress Asset Management Company, LLP. After four years service in the U. S. Navy, he joined Bankers Trust Company in New York as an Investment Associate in the Trust Department. In 1964 he joined Burnham & Co. (predecessor firm to Drexel Burnham Lambert) as an Investment Associate. In this role, he reported to the senior partners of the firm, researched potential investments for them, assisted in management of client portfolios, and communicated with clients. He also assisted in the management of 2 offshore funds, Worldwide Fund NV and Worldwide Fund Ltd., which were set up to manage investments of foreign clients. In1972, he joined the Bowery Savings Bank as Vice President Investments where he managed the bank's stock portfolio, reporting to the Executive Vice President and the Investment Committee of the Board. He was promoted to Senior Vice President in 1973. In 1974 he joined Putnam Capital Management as Senior Vice President and Director specializing in the investment management of smaller corporate pension funds under management. In1984, he left Putnam and founded Congress Asset Management. He remains the Chairman of Congress Asset Management and is Chairman of the Board of Congress Wealth Management, LLC.

Alfred Alphonsus Lagan earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 1972

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution (or had an equivalent education or work experience), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Mr. Lagan is Chairman of the Board of Congress Wealth Management, LLC. Alfred Alphonsus Lagan does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. Alfred Alphonsus Lagan does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Alfred Alphonsus Lagan has no reportable disciplinary history. He is Chairman of the Board of Congress Asset Management Company, LLP and is subject to the Company's Code of Ethics and the Company's written Compliance Program.

Supervisor: N/A Title: N/A Phone Number: 617-737-1566

Daniel A. Lagan Born: 1964

Education

• Boston College; M.B.A., Finance; 1993

• St. Michael's College; B.A., Accounting; 1987

The curriculum for the Accounting degree from St. Michael's College requires students complete general humanities, business classes, and a number of classes focusing on accounting, tax, and audit issues. Students must maintain a minimum GPA of 2.0 while earning at least 124 credit hours. Mr. Lagan received the degree of Master's of Business Administration with a specialization in Finance from Boston College in 1993. The core curriculum in the Evening MBA Program provides a strong foundation in managerial, analytical, and practical management skills. Students participate in the Business Development Workshop aimed at building their analytical, presentation, and teamwork skills while performing new venture planning exercises. Evening Program study is capped by two integrative courses which look at competitive strategy and social issues from a management perspective. Evening students must complete 56 credits of coursework. Students choose from a wide range of electives to earn 18 credits allowing them to pursue individual interests and enhance their functional expertise.

Business Experience

• Congress Asset Management; President; from 07/1999 to Present

• Congress Asset Management; Executive Vice President; from 08/1989 to 06/1999

• Price Waterhouse; Auditor; from 09/1987 to 04/1989

• Congress Trust National Association; Executive Vice President & Trust Officer; from 02/1999 to 11/2009

• Congress Wealth Management; Director; from 04/2009 to Present

Mr. Lagan has been employed by Congress Asset Management since 1989. He currently serves as President and Chief Investment Officer. He has been President since June, 1997. In this role, he is responsible for all business aspects of the company with senior managers of operations, sales, and investments reporting to him. Mr. Lagan served as Co-Chief Investment Officer from January, 2005 to September, 2007. In this role, he was directly responsible for the large cap growth product and was chair of the Investment Oversight committee. He also works with the heads of each investment strategy including fixed income, mid cap, and all cap opportunity. Prior to joining Congress Asset Management, Mr. Lagan was a staff auditor for Price Waterhouse from August, 1987 to April, 1989.

Daniel A. Lagan earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 1996

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Mr. Lagan is a member of the Board of Directors of Congress Wealth Management, LLC. Daniel A. Lagan does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. Daniel A. Lagan does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Daniel A. Lagan has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Lawrence A. Ward, the firm's Chief Compliance Officer. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Alfred A. Lagan Title: Chairman Phone Number: 617-737-1566

Christopher Michael Lagan Born: 1970

Education

• Boston University; M.B.A., Management; 1999

• St. Michael's College; B.S., Business; 1992

Mr. Lagan received a Bachelor of Science degree in Business Administration from Saint Michael's College, Colchester, Vermont, in 1992. In January, 1999 he received a Master's of Business Administration from Boston University's Graduate School of Management.

Business Experience

• Congress Asset Management; Senior Vice President; from 02/1999 to Present

• Congress Wealth Management; Director; from 04/2009 to Present

• Congress Asset Management; Research Analyst; from 02/1997 to 02/1999

• Rentex Inc; Purchasing Agent; from 07/1992 to 07/1993

• Congress Trust National Association; Vice President and Trust Officer; from 02/1999 to 12/2005

Mr. Lagan has worked for Congress Asset Management since 1993. Since 2002 he has been a Principal and member of the Management Committee that formulates firm-wide strategic planning to advance the company's mission and objectives. Mr. Lagan is chair of the Private Equity Committee. In this role, he oversees sourcing, due diligence, and commitments to over $1 billion in private equity allocations for several of Congress' institutional clients. Mr. Lagan serves as an advisory board member for several private equity funds including Westport Senior Living Fund, L.P., Paladin Capital Partners Fund, Paladin Homeland Security Fund, and GESD Investors. He also serves as a member of the Board of Directors of Congress Wealth Management, LLC. From 1998 to 2001 he was a Research Analyst where he evaluated companies being considered for investment; performed financial analysis using discounted cash flow and other valuation methods; researched companies being considered for purchase, and made buy and sell recommendations to portfolio managers. Prior to 1998 he was the Operations Manager of Congress Asset Management. From 1992 - 1993, Mr. Lagan was a Purchasing Agent for Rentex Incorporated in Boston.

Christopher Michael Lagan earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 2003

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution (or had an equivalent education or work experience), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Mr. Lagan is a member of the Board of Directors of Congress Wealth Management, LLC. Christopher Michael Lagan does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. Christopher Michael Lagan is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. Christopher Michael Lagan does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Christopher Michael Lagan has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

Matthew Terence Lagan Born: 1973

Education

• University College Dublin; M.B.A., Business; 2003

• Bridgewater State College; B.S., Aviation Science; 1995

The core curriculum of the B.S., Aviation Science features a skills-centered, outcomes based distribution model of general education that allows students a wide choice of courses and the flexibility to integrate the requirements of their major with broader, liberal arts education that is required of responsible citizens of the 21st Century. The Department of Aviation Sciences offers a B.S. degree with concentrations in flight training and aviation management. Mr. Lagan received a Master's of Business Administration from the University of Dublin in 2003. The program is designed to give students a deep insight into how to run a business as a general manager. Students earn a comprehensive business education while gaining practical experience in finance, strategy, marketing, accounting, economics, human resources, leadership, communications, and information technology.

Business Experience

• Congress Asset Management Company; Senior Research Analyst; from 01/2003 to Present

• Giantllop Network; Recruiter; from 08/2000 to 08/2001

• NetGenesis; Recruiter; from 09/1999 to 08/2000

• Ambit Technology; Recruiter; from 02/1997 to 07/1999

Since January 2003, Mr. Lagan has been employed by Congress Asset Management with primary responsibilities including Equity Analysis and Portfolio Management. As an equity analyst, he provides research coverage within the financialand energy sectors. His duties include presentations to the investment policy committees, making buy/sell recommendations, and participation on conference calls and in client meetings. Prior to joining Congress Asset Management, Mr. Lagan worked as an independent contractor for various start up companies providing technical recruiting services. From 1997 to 1999, he was a technical recruiter with Ambit Technology responsible for finding employment for technical professionals throughout New England. From 1995 to 1997, he was a marketing assistant at ADESA Auctions responsible for expanding dealer relationships with the auction while ensuring a smooth operating environment for dealers buying and selling at the auction.

Matthew Terence Lagan earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 2008

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Matthew Terence Lagan does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Matthew Terence Lagan has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

Peter C. Andersen Born: 1954

Education

• Harvard University; M.P.A., Finance & Investments; 1993

• Yale University; M.S., Physics; 1978

• Northeastern University; B.S., Physics & Math; 1976

Mr. Andersen received a B.S. in Physics & Math from Northeastern University in 1976. This four year program addressed traditional studies of physics and math, but provided a concentration in theoretical physics. Course work focused more on mathematical physics, quantum field theory, and multidimensional calculus. He earned his masters degree in physics from Yale in 1978 where he was awarded the Skinner Fellowship. Coursework included rigorous graduate physics classes including mathematical physics, quantum field theory, and general relativity. He earned his MPA from Harvard University in 1993. The MPA program was a one year program that enabled him to flexibly choose the curriculum and courses at Harvard Business School, Harvard Law School, and MIT's Sloan School of Management.

Business Experience

• Congress Asset Management; Senior Vice President; from 07/2008 to Present

• Dreman Value Management; Director; from 10/2006 to 07/2008

• Congress Asset Management; Senior Vice President; from 10/2003 to 10/2006

• Delaware Investments; Senior Vice President; from 09/2000 to 12/2002

• Conseco Capital Management; Senior Vice President; from 09/1996 to 09/2000

Mr. Andersen currently manages portfolios for institutions and individuals. He first started working with Congress Asset Management, LLP from October 2003 to October 2006 as a portfolio manager and returned to the firm in a similar role in July 2008. In his role as portfolio manager, he analyzes company's financial statements and conducts fundamental research on stocks using data and spreadsheets to form an opinion on the company's financial condition. He also chairs the All Cap Opportunity Investment Policy Committee. During is time with Dreman Value Management, he performed security research with a focus on high yield bond portfolio management. Prior to Congress Asset Management, LLP, he worked at Delaware Investments where he was a portfolio manager of high yield bond portfolios consisting of both private and public company's debt instruments. He supervised 10 analysts and 2 bond traders. Prior to Delaware Investments, he worked for Conseco Capital Management as a high yield portfolio manager.

Peter C. Andersen earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 1997

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 48 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Peter C. Andersen is employed by Congress Wealth Management as a Senior Chief Investment Officer. In this role he is responsible for managing both equity and fixed income accounts for Congress Wealth Management which is a client of Congress Asset Management who acts as a sub-advisor. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Peter C. Andersen has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

Dorene L. Anderson Born: 1971

Education

• Suffolk University Graduate School; M.B.A., Finance & Economics; 2001

• Roger Williams University; B.A., Psychology; 1993

Ms. Anderson earned her bachelors degree from Roger Williams University in 1993 with a concentration in Psychology and a minor in Business Administration. Students of Roger Williams University must satisfy the university's core curriculum including electives. During her time there she was a member of the National Honor Society, Psi Chi during her junior and senior years. She earned her MBA from Suffolk University in 2001 focusing on finance and economics. The Suffolk Executive MBA provides a team oriented approach to learning that focuses on management, leadership, government policy, and global business. Case studies, lectures, and hands on management simulations are used to develop a well rounded professional. All students must complete a capstone research project tailored to their work environment and career goals before graduation.

Business Experience

• Congress Asset Management; Vice President; from 10/2007 to Present

• Frontier Capital Management; Vice President; from 03/1998 to 10/2007

Ms. Anderson joined Congress Asset Management in 2007 as Vice President of Client Service and in that role is the primary relationship manager on accounts. She handles day to day requests from clients and consultants while acting as liaison between clients and portfolio managers. She also attends client and prospective client meetings and works on new business initiatives with the external sales team. Prior to Congress Asset Management, LLP she worked at Frontier Capital Management as Vice President responsible for conducting client meetings and assisting portfolio managers of high net worth, tax sensitive clients. Prior to her role as Vice President, she was an Assistant Vice President responsible for client service. In this role, she worked closely with the financial advisors of large broker dealers. She began her career with Frontier as a member of the administration and client service team where she updated marketing materials, maintained databases, and completed RFPs and RFIs.

Dorene L. Anderson does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. She is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. She does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Dorene L. Anderson has no reportable disciplinary history and all marketing material is required to be reviewed by Dan Cross and the Compliance Officer prior to use. Each marketing person is required to maintain a log of marketing calls and the materials used. Mr. Cross also holds scheduled meetings with the marketing staff.

Supervisor: Paul Lonergan Title: Managing Director, Sales Phone Number: 617-737-1566

Jeff Barricelli Born: 1975

Education

• Boston College; M.B.A.; 2007

• Bates College; B.A., Economics; 1997

Business Experience

• Congress Asset Management; Private Equity Analyst; from 01/2007 to Present

• Congress Asset Management; Investment Associate; from 06/2004 to 01/2007

• Enterprise Investments; Assistant Portfolio Manager; from 01/1998 to 03/2004

• Mass Mutual Insurance; Insurance & Investment Representative; from 06/1997 to 01/1998

Since June 2004, Mr. Barricelli has been employed by Congress Asset Management. His current role is as a Private Equity Analyst. In this role, he serves on the Private Equity Committee and performs due diligence activities, monitors and reports on current portfolio investments, and evaluates potential new investments. Prior to this role, he worked as a performance analyst and was responsible for maintaining GIPS compliance within the firm and reporting the firm’s composite performance and characteristics to consultants, databases, and potential clients.

Jeff Barricelli earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 2003

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Jeff Barricelli is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Jeff Barricelli has no reportable disciplinary history. Christopher Lagan supervises Mr. Barricelli in his role as private equity analyst in preparing due diligence reviews of potential and existing private equity investments and presents investment recommendations to the private equity investment policy committee which oversees private equity selection.

Supervisor: Christopher Lagan Title: Senior Vice President Phone Number: 617-737-1566

John M. Beaver Born: 1969

Education

• Babson College; M.B.A.; 2002

• Colby College; B.A., American Studies; 1992

Mr. Beaver attended the two-year graduate program at Babson College that required study covering a wide range of business topics while achieving a grade point average of greater than 2.8. His degree from Colby College required a four year course of study and a grade point average of greater than 2.0.

Business Experience

• Congress Asset Management; Vice President; from 12/2006 to Present

• Congress Asset Management; Credit Analyst; from 06/2002 to 12/2006

• Massachusetts Financial Services Company; Quantitative Research Analyst; from 11/1996 to 08/2002

• Fidelity Investments; Performance Analyst; from 09/1992 to 07/1996

Mr. Beaver began his career with Fidelity Investments in 1992 as a performance analyst. In this role he compared Fidelity mutual funds to peer competitors and reported the results to senior management. In his role as quantitative research analyst with Massachusetts Financial Services, he supported fixed income research at the firm with portfolio analysis specifically related to security modeling, performance attribution, scenario analysis, and portfolio optimization. In his current role as portfolio manager with Congress Asset Management, he performs economic analysis, fundamental research, security research, portfolio analysis, decision support, and performance reviews. He is a member of the Fixed Income investment oversight committee and the All Cap Opportunity investment oversight committee.

John M. Beaver earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 2006

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

John M. Beaver is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

John M. Beaver has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel A. Lagan Title: President Phone Number: 617-737-1566

Noel Blair Born: 1978

Education

Mr. Blair attended Cornell University until the year 2000 in pursuit of a degree unrelated to his career in Finance. Since February 2001, he has been employed by Congress Asset Management and has held several positions at the company. He is currently a research analyst with the firm and a CFA Charter Holder.

Business Experience

• Congress Asset Management; Investment Analyst; from 01/2005 to Present

• Congress Asset Management; Operations Team Leader; from 09/2001 to 2/2004

From 2005 to 2007, Mr. Blair was a research analyst with Congress Asset Management where he performed research analysis, portfolio management, and special projects. His research focused on energy and utilities and involved analyzing and presenting financial data and industry trends to the investment committees and making investment recommendations. His portfolio management duties involved assisting the firm's President with client trading and communications. Since 2008 his duties have included analysis and presentation of the financial data and industry trends of public companies and recommending investments for a number of industry sectors. He is a member of the Mid Cap investment policy committee.

Noel Blair earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 2004

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Noel Blair is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Noel Blair has no reportable disciplinary history. The senior research analyst supervises Mr. Blair in his compilation and arrangement of financial data reported by public companies in order to make investment recommendations to the investment policy committees which oversee security selection at the firm. All trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Matt Lagan Title: Senior Research Analyst Phone Number: 617-737-1566

Matthew S. Boyce Born: 1977

Education

• Assumption College; B.S., Philosophy; 2000

The curriculum at Assumption College prepares students for graduate work in Philosophy and requires 40 credits to earn the degree. Mr. Boyce also studied marketing as a minor which required 21 credits covering management, marketing, accounting, and electives. The study of philosophy and marketing provides students with an understanding of risks and reward as well as the ability to analyze and respond to business challenges.

Business Experience

• Congress Asset Management; Regional Vice President; from 01/2008 to Present

• Congress Asset Management; Internal Sales; from 10/2003 to 12/2007

• Congress Asset Management; Operations; from 06/2001 to 09/2003

Mr. Boyce has been with Congress Asset Management since 2001 and has worked in various roles with the firm. From 2003 to 2007 he was a sales associate in the retail sales department. From 2007 to 2009 he was a Regional Vice President responsible for new business development and client relationship management focused on the brokerage community. Since 2009 he has been a Vice President responsible for new business development and client relationship management within the retail and institutional spaces.

Matthew S. Boyce is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Matthew S. Boyce has no reportable disciplinary history and all marketing material is reviewed and approved by the Chief Compliance Officer prior to being distributed by sales and marketing staff. Sales and marketing staff maintain marketing logs of all pre-approved materials provided to prospects and clients.

Supervisor: Paul Lonergan Title: Managing Director, Sales Phone Number: 617-737-1566

Brent Ciliano, CFA Born: 1970 (10/23/1970)

Education

• Drexel University; B.S., Finance & Accounting; 1994

Students with a concentration in finance and accounting obtain a thorough understanding of the basic concepts, principles, operating procedures, and analytical techniques in the various areas of finance. The concentration prepares students for careers in private business firms, including positions involving forecasting and budgeting for financial resources, cost-effectiveness analysis, control of expenditures, evaluation and financing of new projects, and evaluation of alternative methods of financing; in the investment field, including positions in banks, brokerage houses, and financial institutions that participate in the various money and capital markets; and in the public sector, including positions at the federal, state, and local government levels.

Business Experience

• Congress Asset Management; Senior Vice President; from 3/1/2012 to Present • Goldman Sachs Asset Management; Vice President, Head of Portfolio Strategy Group; from 7/2007

to 2/29/2012 • SEI Investments; Managing Director, Investment Strategy Group; from 12/2005 to 07/2007 • Merrill Lynch Investment Managers, Vice President, from 03/2002 to 12/2005 • Merrill Lynch & Co., Vice President, from 12/1997 to 3/2002 • Arthur Andersen, Senior Consultant, from 09/1994 to 12/1997

Brent Ciliano has been employed by Congress Asset Management as Senior Vice President responsible for new business development since 3/1/2012. Prior to joining Congress, he was Head of Asset Allocation & Portfolio Strategy with Goldman Sachs & Co. in New York where he was responsible for setting investment policy, strategy, and asset allocation Goldman’s largest institutional clients. Prior to Goldman, he was Managing Director for SEI Investments responsible for setting investment policy and strategy for SEI’s Wealth Network Group. In this role advised clients on investment policy, asset allocation, manager search & selection, manager due diligence, portfolio rebalancing, and performance attribution analysis. Prior to SEI, he held several positions with Merrill Lynch including product development & strategy, sales, asset management, and mergers & acquisitions. Brent began his career with Arthur Anderson in 1994.

Brent Ciliano earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 2007

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Brent Ciliano is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Brent Ciliano has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Paul Lonergan Title: Managing Director, Sales Phone Number: 617-428-4322

Daniel J. Cross Born: 1969

Education

• Boston College; B.S., Finance; 1991

Mr. Cross received a Bachelor of Science degree in Finance from Boston College in 1991. The Carroll School of Management combines both business and liberal arts courses with the belief that broad knowledge, rather than specialized training, best prepares students to be effective in an ever changing world. Students must complete 38 three credit courses for a total of 114 credits including the University core curriculum, the Carroll School core curriculum, and departmental concentration requirements. Relevant course work included Accounting, Economics, Statistics, Management, Operations, Marketing, Organizational Behavior, and Basic Finance.

Business Experience

• Congress Asset Management; Vice President; from 12/2000 to Present

• Boston Capital Partners; Regional Vice President; from 10/1993 to 07/2000

• Barry Murphy and Company; Registered Representative; from 01/1992 to 09/1993

Mr. Cross has been employed by Congress Asset Management since 2000. He is responsible for business development in the Institutional, Broker / Dealer, and Registered Investment Advisor communities. He supervises the sales team in all related sales and marketing functions including meetings with prospects to review and discuss the firm and its investment strategies. Sales and marketing efforts include the use of pre approved product profiles, presentation books, and other pre-approved marketing materials about the investment products and strategies.

Daniel J. Cross is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Daniel J. Cross has no reportable disciplinary history and all marketing material is reviewed and approved by the Chief Compliance Officer prior to being distributed by sales and marketing staff. Sales and marketing staff maintain marketing logs of all pre-approved materials provided to prospects and clients.

Supervisor: Paul Lonergan Title: Managing Director, Sales Phone Number: 617-737-1566

Michael S. Daly Born: 1972

Education

• St. Michael's College; B.A., Political Science; 1995

The liberal arts curriculum at St. Michael's focuses on four basic principles including enhancement of citizenship, appreciation and cultivation of the arts and sciences, critical thinking, and communication.

Business Experience

• Congress Asset Management; Regional Vice President; from 02/2000 to Present

• Liberty Financial Companies; Sales; from 01/1996 to 02/2000

Mr. Daly held a variety of positions with the Liberty Financial Companies. He began his career as a business service representative assisting clients and brokers with inquiries related to insurance products. In 1998, he became a marketing representative providing detailed product information to brokers and distributors. He also assisted the Regional Vice President with sales presentations and meetings. In 2000, he joined Congress Asset Management as a sales and marketing associate working in a sales support capacity. Since 2001, he has been a member of the sales team as a vice president responsible for sales and marketing. He is also responsible for key account management and relationship management with consultants and the brokerage community.

Michael S. Daly is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Michael S. Daly has no reportable disciplinary history and all marketing material is reviewed and approved by the Chief Compliance Officer prior to being distributed by sales and marketing staff. Sales and marketing staff maintain marketing logs of all pre-approved materials provided to prospects and clients.

Supervisor: Paul Lonergan Title: Managing Director, Sales Phone Number: 617-737-1566

Daniel P. Driscoll Born: 1971

Education

• Bryant College; B.S., Finance; 1994

The curriculum at Bryant College focuses on providing rigorous academic programs that integrate business and liberal arts to develop the skills and critical thinking that are essential to every profession. The concentration in finance focuses on corporate financial management, investments, capital markets, and financial institutions. Students must complete 122 credits covering finance, business, and various liberal arts electives.

Business Experience

• Congress Asset Management; Regional Vice President; from 03/2001 to Present

• Boston Capital; Sales; from 01/1996 to 03/2001

• Spag's Supply; Retail; from 04/1989 to 05/1994

Mr. Driscoll began his career as a disability claims examiner with Paul Revere Insurance responsible for disability claims reviews. In 1996 he was employed by Boston Capital as an internal sales representative supporting an outside sales wholesaler. During his time with Boston Capital, he became a NASD registered representative series 6, 22, and 63 and was promoted to Regional Vice President managing a staff of 10 sales representatives. In 2001 he joined Congress Asset Management as a Regional Vice President responsible for business development and client service for the sub-advisory channel. In 2010, he was named vice president business development and his role expanded to include institutional sales.

Daniel P. Driscoll is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Daniel P. Driscoll has no reportable disciplinary history and all marketing material is reviewed and approved by the Chief Compliance Officer prior to being distributed by sales and marketing staff. Sales and marketing staff maintain marketing logs of all pre-approved materials provided to prospects and clients.

Supervisor: Paul Lonergan Title: Managing Director, Sales Phone Number: 617-737-1566

Brian J. Durkin Born: 1967

Education

• University of Massachusetts at Amherst; B.A., Economics; 1989

The curriculum for the Economics major at the University of Massachusetts at Amherst provides students with an understanding of both micro and macro economics. Microeconomics analyzes the individual behavior of households, business firms, and governmental entities. Macroeconomics focuses upon aggregate economic performance of nations and their interdependencies in the global economy.

Business Experience

• Congress Asset Management; Director of Operations; from 03/2007 to Present

• Brian J. Durkin; Independent Consultant; from 06/2006 to 03/2007

• Cadence Capital Management; Direct of Operations & Treasurer; from 02/2001 to 05/2006

• Thomson Financial; New England Sales Manager; from 02/1999 to 01/2001

• Interlynx Technology; Project Manager & Territory Manager; from 05/1994 to 11/1999

• Putnam Investments; Team Leader; from 07/1992 to 04/1994

• Fidelity Investments; Account Manager; from 07/1989 to 06/1992

Mr. Durkin began his career in 1989 with Fidelity Investments as an auditor responsible for the ongoing review of several 401(k) retirement plans. In 1990 he was promoted to Account Manager responsible for relationship management between the 401(k) clients and Fidelity Investments. In 1992, he joined Putnam Investments as a Team Leader responsible for managing a team of professionals providing ongoing operational support to the $1 billion MCI 401(k) Plan. In 1994, he joined a start up software and professional services firm that developed voice and web-based self service applications for corporations and financial services firms. In 1999, Mr. Durkin joined Thomson Financial as the New England Sales Manager responsible for consultative sales and service to prospects and clients of Thomson Financial who purchased or were considering purchasing the PORTIA Portfolio Management & Accounting System and the OpenTrader Trade Order Management System. In 2001, he joined Cadence Capital Management as Director of Operations responsible for investment operations, systems, information technology, and administration. In 2003, he added the responsibility of Treasurer and implemented corporate finance and accounting for the firm following an acquisition by Rosemont Partners. In this role, he lead a team of 2 accountants and was responsible for all aspects of the company's financials including accounting, payables / receivables, payroll, budget, forecasting, and reporting. In 2006, Mr. Durkin became an independent consultant working with institutional money managers to improve those firm’s workflows by combining staffing analysis, workflow automation tools, and client relationship management solutions to achieve best practices. After a brief consulting engagement with Congress Asset Management, Mr. Durkin was hired as Director of Operations for the firm. In this role, he is responsible for managing a team of 12 professionals covering operations, equity trading, trade settlements, information technology, accounting, and administration.

Brian J. Durkin is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Brian J. Durkin has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

E. Martine Elie Born: 1972

Education

• Northeastern University; M.B.A.; 1999

• Ecole des Hautes Etudes Commerciales (HEC Montreal); B.B.A.; 1994

Ms. Elie received an MBA from Northeastern 1999 with a concentration in finance. In order to receive the degree from Northeastern, students must earn 60 credits. Her undergraduate degree from HEC Montreal was earned in 1994. The curriculum consists of business and finance courses. Students must complete 30 credits per year over 3 years for a total of 90 credits.

Business Experience

• Congress Asset Management; Vice President; from 01/2002 to Present

• Congress Asset Management; Research Analyst; from 06/1999 to 01/2002

• Credifinance Securities (formerly Majendie Charlton Securities); Analyst; from 05/1995 to 06/1997

• Congress Trust National Association; Vice President and Trust officer; from 08/2005 to 09/2009

Ms. Elie began her career with Majendie Securities as a research analyst. She contributed to the investment decisions for the firm’s managed portfolios by providing company, industry, and marketing information to portfolio managers. She joined Congress Asset Management in 1999 as a research analyst covering consumer staples, consumer discretionary, industrials, and healthcare sectors. In this role she was responsible for the compiling and arrangement of financial data reported by public companies in order to make investment recommendations to the investment committees. In 2001 she became a portfolio manager responsible for institutional and private clients. She is currently a member of the private equity, large cap growth, and global all cap growth equity committees.

E. Martine Elie earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 2000

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

E. Martine Elie is not engaged in any other investment-related activities. She does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. She is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of her time. She does not receive any economic benefit from a non-advisory client for the provision of advisory services.

E. Martine Elie has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

John G. Fitzgerald Born: 1964

Education

• Suffolk University; M.B.A.; 1991

• University of Massachusetts; B.B.A., Finance; 1986

Mr. Fitzgerald received an MBA from Suffolk University in 1991. The MBA curriculum required students to complete a 16 course program of which 8 were core and 8 were elective. Each student must achieve a 2.5 grade point average to graduate. He received a bachelor of business administration from the University of Massachusetts in 1986 with a concentration in finance. The curriculum combines business and liberal arts courses to give students a foundation in critical thinking and reasoning. Students must complete 120 credits and maintain a 2.0 grade point average in the students chosen major in order to graduate.

Business Experience

• Congress Asset Management; Vice President; from 06/2001 to Present

• MG Financial; Principal; from 09/1996 to 06/2001

• Gannett Welsh & Kotler; Vice President; from 08/1994 to 8/1996

• Wellington Management Company; Assistant Vice President; from 01/1989 to 07/1994

• Putnam Investor Services; Senior Accountant; from 01/1986 to 12/1988

• Congress Trust National Association; Vice president and Trust Officer; from 04/2002 to 06/2009

Mr. Fitzgerald began his career in 1986 with Putnam Investor Services as a senior accountant responsible for preparing financial statements and tax work papers on several mutual funds for periodic audit by the funds outside auditors. He joined Wellington in 1989 as a financial analyst preparing corporate financial statements, budgets, and cash flow analysis of senior management. He was promoted to Assistant Vice President responsible for preparing and communicating fund and market analytics on client portfolios. In 1994 he joined Gannett Welsh & Kotler as Vice President responsible for providing high net worth individuals with personal financial advice involving manager selection, asset allocation, and estate and tax planning. In1996, the firm spun off into MG Financial where he continued providing independent financial consulting services to high net worth individuals. He joined Congress Asset Management in 2001 as a portfolio manager. He is a member of the private equity and mid cap investment oversight committees.

John G. Fitzgerald earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 1999

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

John G. Fitzgerald is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

John G. Fitzgerald has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

Brian T. Guild Born: 1977

Education

• Bentley University; B.S., Economics-Finance; 2000

• Northeastern University; M.B.A., Business; 2011

Mr. Guild graduated from Bentley University in 2000. Bentley University's curriculum provides students with many options for shaping an academic program that fits their unique skills, interests, and goals. Students must complete 122 credit hours of course work to graduate while maintaining a minimum 2.0 grade point average. In 2011 he completed his MBA from Northeastern University. Northeastern’s curriculum emphasizes problem solving, team work, project management, communication, quantitative analysis, and essential management skills. Students must earn 60 semester hours of credit to graduate.

Business Experience

• Congress Asset Management; Research Analyst; from 05/2008 to Present

• Congress Asset Management; Fixed Income Trader; from 11/2001 to 05/2008

• Congress Asset Management; Portfolio Accountant; from 08/2000 to 11/2001

Mr. Guild began his career in 2000 as a portfolio accountant with Congress Asset Management. From 2001 to 2008 he was a fixed income trader responsible for obtaining best execution for fixed income trades. He made weekly presentations to the investment team on market and economic trends and events. Since 2008 he has worked as a research analyst in the fixed income department. In this role he provided company, industry, and market information to the investment team to assist them in their decision making. He develops analytical, quantitative, and relative valuation models. He is a member of the fixed income investment policy committee

Brian T. Guild is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Brian T. Guild has no reportable disciplinary history. He is supervised by Jeffrey R. Porter who is the director of fixed income. He analyzes fixed income securities and portfolios in order to make investment recommendations to the investment policy committees which oversee security selection at the firm.

Supervisor: Jeffrey R. Porter

Title: Executive Vice President and Director of Fixed Income

Phone Number: 617-737-1566

Srikanth Gullapalli Born: 1976

Education

• University of Saint Thomas; M.S., Software Engineering; 2003

• Vignana Jyothi Institute of Management; P.G., Business Management; 1999

• Osmania University; B.Com.; 1997

Business Experience

• Congress Asset Management; Systems Engineer/Research Analyst; from 08/2005 to Present

• Eze Castle Integration; Network Engineer; from 09/2003 to 07/2005

• Karvy Consultants; Management Executive; from 03/1999 to 03/2000

Mr. Gullapalli began his career in 1999 as a Management Executive with Karvy Consultants responsible for back office management activities for mutual funds including data collection, NAV calculations, transaction processing, and problem resolution. In 2003 he joined EzeCastle Integration as a network engineer responsible for managing and supporting the information technology infrastructure for approximately 40 registered investment advisor firms in the Boston area. He joined Congress Asset Management in 2005 as a network engineer and operations analyst responsible for managing data collection and maintenance for operations and client investment accounts. In 2009 he began assisting the research team with certain companies and sectors. In 2010 he began covering the telecommunications, semi conductor, and IT services sectors as a member of the research team. He is a member of the Mid Cap IPC.

Srikanth Gullapalli earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 2011

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 48 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Srikanth Gullapalli is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Srikanth Gullapalli has no reportable disciplinary history. The senior research analyst supervises Mr. Gullapalli in his compilation and arrangement of financial data reported by public companies in order to make investment recommendations to the investment policy committees which oversee security selection at the firm.

Supervisor: Matt Lagan Title: Senior Research Analyst Phone Number: 617-737-1566

John R. Hogan Born: 1945

Education

• Clark University; B.A., Economics; 1967

Clark University is a small, private, liberal arts-based research university committed to scholarship and inquiry that addresses social and human imperatives on a global basis. Mr. Hogan graduated from Clark University in 1967. He is also a graduate of the University of Chicago Executive Management Program.

Business Experience

• Congress Asset Management; Vice President; from 05/2002 to Present

• Blue Cod Technologies; Senior Consultant; from 01/1999 to 05/2002

• Covenant Group; Vice President; from 05/1994 to 12/1998

• Hanover Insurance; Vice President; from 11/1988 to 01/1994

• Congress Wealth Management; Director; from 04/2009 to Present

Mr. Hogan has worked at Congress Asset Management since 2002. He is a member of the management committee that sets the company's strategic direction, establishes company-wide growth initiatives, and directs client service initiatives. Further, he has had oversight responsibilities for operations, trading, and systems administration. Prior to joining Congress Asset Management he held senior operations and technology positions in the financial industry. He was Chief Information Officer of the Hanover Insurance Companies and the Covenant Group. He was also a Senior Consultant with Blue Cod Technologies, a financial technology consulting company.

John R. Hogan serves on the Board of Directors of Congress Wealth Management, LLC. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

John R. Hogan has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

Nancy T. Huynh Born: 1973

Education

• Harvard University; A.L.M., Management; 2007

• Colby College; B.A., International Studies; 1996

Colby College's International Studies Curriculum offers a rigorous approach to global affairs and covers four core disciplines (anthropology, economics, government, and history) requiring students to become knowledgeable about multiple geographic areas and gain an understanding of policy-making processes that affect the international arena by studying abroad for at least one semester. Students must earn a minimum of 128 credit hours with at least 64 credits hours in residence. Harvard's Master of Liberal Arts in Finance curriculum requires students take 12 courses while earning 48 credits comprised of 8 required courses and 4 electives while maintaining a 3.0 grade point average.

Business Experience

• Congress Asset Management; Research Analyst; from 01/2001 to Present

• Congress Asset Management; Investment Administrator; from 01/2000 to 12/2000

• Congress Asset Management; Portfolio Accountant; from 06/1998 to 12/1999

• Museum of Science; Membership Relations; from 08/1996 to 01/1998

Ms. Huynh has worked with Congress Asset Management since 1998. She has been a research analyst since 2001. Her responsibilities include providing analytical support to the portfolio managers, preparing quarterly earnings reports, performing financial and market analysis of publicly traded companies in the Materials and Consumer Discretionary universe, and making formal presentations to the investment policy committees. She is a member of the large cap investment policy committee.

Nancy T. Huynh is not engaged in any other investment-related activities. She does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. She is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of her time. She does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Nancy T. Huynh has no reportable disciplinary history. The senior research analyst supervises Ms. Huynh in her compilation and arrangement of financial data reported by public companies in order to make investment recommendations to the investment policy committees which oversee security selection at the firm.

Supervisor: Matt Lagan Title: Senior Research Analyst Phone Number: 617-737-1566

Matthew P. Leahy Born: 1977

Education

• BostonCollege;M.B.A.,Management;2011• UniversityofVermont;B.S.,Business;2000

Mr.LeahyreceivedaBachelorofSciencedegreeinBusinessAdministrationfromUniversityofVermont,Burlington,Vermont,in2000.InMay,2011hereceivedaMaster'sofBusinessAdministrationfromtheCarrollGraduateSchoolofManagementatBostonCollege.

Business Experience

• CongressAssetManagement;ConsultantRelations;from02/2012toPresent• CongressWealthManagement;InstitutionalSales;from01/2011to02/2012• CongressAssetManagement;Co‐PortfolioManager;from06/2011to01/2011• CongressAssetManagement;ResearchAnalyst;from02/2007to01/2011• CongressAssetManagement;InvestmentAdministrator;from10/2005to02/2007• CongressAssetManagement;Operations;from06/2002‐10/2005• INVESCO;PortfolioAccountant;from07/2000‐03/2002

Mr.LeahyhasworkedforCongressAssetManagementsince2002.SinceFebruary2012,Mr.LeahyhasmanagedconsultantrelationsintheinstitutionalmarketplaceforCongressAssetManagement.Heisresponsibleforfosteringcurrentanddevelopingnewconsultantrelationshipsforthefirm.Mr.Leahy’stimeasananalystandportfoliomanageraffordhimtremendousknowledgeofandexperiencewithourstrategies.ThisfoundationallowsMr.Leahytoworkwithconsultantstoidentifyapropermanagerfitforourstrategiesaspartofabroaderpoolofassetsfortheendclient.During2011Mr.LeahyworkedinInstitutionalSalesforCongressWealthManagementfocusingonEndowments,Foundations,andDefinedBenefitPlans.Hewasresponsiblefordevelopingcustomizedstrategiestomeettheneedsofinstitutionalclients.Withananalyticalbackground,Mr.Leahyintegratesaliabilitydrivenapproachtonavigatetoday’scomplexinstitutionalenvironment.Mr.LeahybeganhiscareeratCongressin2002andhasworkedthroughoutthefirmintrading,equityresearchandmostrecentlyasaco‐portfoliomanagerin2010andInstitutionalSalesin2011.

Matt Leahy earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 2009

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Matt Leahy is not engaged in any other investment-related activities. She does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. She is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of her time. She does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Matt Leahy has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Brent Ciliano Title: Senior Vice President Phone Number: 617-737-1566

Paul A. Lonergan Born: 1967

Education

• University of Massachusetts Amherst; Bachelor of Arts; Communications; 1999

• University of Pennsylvania; 1999 - 2000

Mr. Lonergan graduated from the University of Massachusetts and has completed executive programs in Management and Leadership at the University of Pennsylvania’s Wharton School.

Business Experience

• Congress Asset Management Company, LLP; Managing Director, Sales; from 1/2012 to Present

• Congress Wealth Management, LLC; President; from 9/2009 to Present

• Congress Trust, N.A.; President; from 1/2007 to 3/2009

In January 2011, Mr. Lonergan began working for Congress Asset Management as Managing Director, Sales.  He focuses on the management of sales activities for the firm.  Mr. Lonergan is the President of Congress Wealth Management. He is responsible for the overall delivery of our wealth management experience to our clients, and serves on the Congress Wealth Board of Directors. Prior to joining Congress Wealth Management, he was President of Congress Trust, N.A.. In 2010 Paul was nominated for an Investment News Community Leadership Award. These awards honor financial advisers who make a difference in their communities. He currently serves as the head of the St. Peter School Board in Cambridge, as well as on the Boards of Mentoring at Risk Athletes and the Laboure Center in South Boston. Paul is also a member of the Board of Directors for Congress Asset Management. Paul is a member of the Development Committee of North Cambridge Catholic High School, and is a past member of the finance committee of the Boston Chamber of Commerce. He and his wife Anne reside in Cambridge with their three children.

Paul A. Lonergan is engaged in other investment-related activities at Congress Wealth Management, LLC. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Paul A. Lonergan has no reportable disciplinary history and all marketing material is reviewed and approved by the Chief Compliance Officer prior to being distributed by sales and marketing staff. Sales and marketing staff maintain marketing logs of all pre-approved materials provided to prospects and clients. 

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

Jessica L. Moss Born: 1977

Education

• Indiana University – Southeast Campus; Master of Science in Strategic Finance; 2005

• University of Louisville; B.S., Finance; 1999

The Indiana University Southeast Master of Science in Strategic Finance (MSSF) degree program addresses issues that are of significance to accounting and corporate finance professionals.  MSSF students are required to complete a total of 36 graduate credit hours and fulfill a community service requirement.    The Bachelor of Science with a Major in Finance degree program is designed to prepare graduates to apply critical thinking and problem solving skills, either individually or in teams, in order to creatively and ethically solve problems in a global marketplace.  The Major in Finance degree program requires a minimum of 126 undergraduate credit hours, which includes general education classes, business breadth, and finance depth coursework.   The University of Louisville College of Business is accredited by The Association to Advance Collegiate Schools of Business.   

Business Experience

• Congress Asset Management; Vice President; from 10/2011 to Present

• Quasar Distributors LLC; Registered Rep; from 2/2012 to Present

• National Asset Management/Invesco; Institutional Sales; from 7/2000 to 11/2011

In October 2011, Jessica began working for Congress Asset Management as Vice President, Institutional Sales.  Jessica focuses on new business generation for the firm.  Jessica began her investment career in July 2000 at National Asset Management as a Client Service Associate.  National Asset Management was acquired by Invesco in April 2001.  Jessica’s role changed in 2002 when she began working as a Portfolio Analyst, serving as a liaison between the equity investment management team and client service personnel.  In 2006 Jessica joined Invesco’s Sales & Service team as a Director.  In this role, she was responsible for relationship management and new business generation for institutional investors located in the central United States.  

Jessica L. Moss earned the following designation(s) and is in good standing with the granting authority:

FINRA Series 6, 63; 2012

Jessica L. Moss is a FINRA Registered Representative Series 6 and Series 63. She is employed by Quasar Distributors, a limited purpose broker-dealer providing certain underwriting and distribution services the Congress Large Cap Growth Fund. Congress Asset Management is the Advisor to the Congress Large Cap Growth Fund.

 

Jessica L. Moss is not engaged in any other investment-related activities. She does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. She is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of her time. She does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Jessica L. Moss has no reportable disciplinary history and all marketing material is reviewed and approved by the Chief Compliance Officer prior to being distributed by sales and marketing staff. Sales and marketing staff maintain marketing logs of all pre-approved materials provided to prospects and clients.  

Supervisor: Paul Lonergan Title: Managing Director, Sales Phone Number: 617-737-1566

Thomas B. Murphy Born: 1950

Education

• Bowdoin College; B.A., History; 1972

• Purdue University; Ph.D.; 1979

Mr. Murphy has a Ph.D. from Purdue University and a B.A. from Bowdoin College. He has been a CFA charter holder since 1987. A Ph.D. involves graduate level course work and the completion of a dissertation supervised by a faculty committee, while a B.A. involves the completion of required undergraduate courses over a four year span.

Business Experience

• Congress Asser Management; Senior Vice President; from 07/2001 to Present

• Congress Asset Management; Vice President; from 04/1999 to 07/2001

• Commercial Union; Senior Investment Analyst; from 08/1991 to 09/1995

• Congress Trust National Association; Vice President and Trust Officer; from 05/1999 to 06/2009

Mr. Murphy is currently a Senior Vice President and Portfolio Manager with Congress Asset Management. In this role he manages diversified portfolios for both institutions and individuals consisting of securities approved for purchase by the investment policy committees. Mr. Murphy is a member of the large cap investment policy committee, the global all cap growth investment policy committee, and the investment oversight committee. Prior to joining Congress Asset Management, he served as an equity and credit analyst with three large financial institutions. In this capacity, he was responsible for researching and analyzing publicly traded companies to assess if they were suitable investments for the institutions common stock and fixed income portfolios.

Thomas B. Murphy earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 1987

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Thomas B. Murphy is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Thomas B. Murphy has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

Amy B. Noyes Born: 1968

Education

• Northeastern University; M.B.A.; 1995

• Castleton State College; B.S., Finance; 1990

The Business Administration core curriculum at Castleton State College provides a foundation of general business knowledge. Students fulfill general education requirements as well as the specific requirements of the chosen major while earning at least 122 credits over eight semesters. The Northeastern full-time M.B.A. program is a 60 credit program that can be completed in 24 months. In the first year, students take foundation courses and participate in a career management course that helps one prepare for corporate residency. The first year also includes a globalization requirement fulfilled by participating in the International Field Study Program. The second year of the program includes courses that emphasize strategy and enterprise growth, including a Business Plan Project where teams of students deliver actionable business growth plans for Northeastern's corporate partners.

Business Experience

• Congress Asset Management Company; Vice President; from 01/2002 to Present

• Congress Asset Management Company; Portfolio Manager; from 01/2001 to 01/2002

• Congress Asset Management Company; Research Analyst; from 06/1996 to 01/2001

• New England Insurance and Investment; Senior Investment Analyst; from 09/1995 to 05/1996

• Fidelity Investments; Research Assistant; from 09/1994 to 04/1996

• Newbury, Piret & Companies, Inc.; Controller & Office Manager; from 06/1991 to 09/1994

Ms. Noyes began her career with Newbury, Piret, & Companies in 1991 as Controller and Office Manager responsible for a personal estate and a trust fund valued at $7 million. In this role, she monitored and presented the investment performance monthly to the President. During this time, she defined and implemented two accounting systems for the corporation and personal estate. In 1994, she joined Fidelity Investments as Research Assistant to the Director of Global Research. In this role, she consulted with the Chief Economist, Portfolio Managers, and Country Managers. In 1995 she joined New England Insurance and Investment as the Senior Information Investment Analyst where she analyzed, reported, and projected investment results for the assets under management used by the Chief Investment Officer and Board of Directors. In 1996, Ms. Noyes joined Congress Asset Management as a research analyst. In this role, she was a generalist responsible for generating, analyzing, and presenting new investment opportunities. Beginning in 1998, Ms. Noyes became responsible for portfolio management of institutional, individual, and sub-advisory client portfolios. She is a member of the mid cap investment policy committee. She has been a past member of the large cap investment policy committee. She is involved in due diligence and client conference calls and meetings.

Amy B. Noyes earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 2004

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Amy B. Noyes is not engaged in any other investment-related activities. She does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. She is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of her time. She does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Amy B. Noyes has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

Gregg A. O'Keefe Born: 1960

Education

• Boston College; MBA, Finance; 1989

• Boston University; B.S.B.A., Accounting; 1982

The curriculum at Boston University's School of Management is balanced between a core requirement of courses and a broad variety of electives. Students must complete 33 courses comprised of business core courses, business elective courses, and liberal arts electives. The curriculum at the Carroll School of Management at Boston College provides a foundation in managerial, analytical, and practical management skills. Students must complete 56 credits of course work including 18 hours of electives which allows them to enhance their experience.

Business Experience

• Congress Asset Management; Executive Vice President; from 07/01/1999 to Present

• Congress Asset Management; Senior Vice President; from 05/01/1986 to 06/30/1999

• Trustee & Investors Co., Inc.; Analyst; from 06/01/1982 to 04/30/1986

• Congress Trust National Association; Vice President & Trust Officer; from 12/01/1997 to 10/30/2005

• Congress Trust National Association; Vice President; from 10/01/2005 to 11/30/2009

From 1982 to 1986, Mr. O'Keefe was an analyst at Trustee & Investors, Co., Inc. responsible for analyzing industry trends as well as the financial statements of public companies. This analysis assisted portfolio managers in their investment decisions. He joined Congress Asset Management in 1986 and has held numerous positions in addition to his role as a Portfolio Manager. Currently, Mr. O'Keefe is a member of the Management Committee of Congress Asset Management which oversees the operations of the company as well as its strategic direction. He is a member of the Investment Oversight Committee that is responsible for governance and oversight of all the company's investment products. He is a member of the large cap growth investment policy committee, the mid cap investment policy committee, and chairman of the dividend growth investment policy committee. The committees oversee security selection of their underlying product.

Gregg A. O'Keefe earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 1992

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Gregg A. O'Keefe is not engaged in any other investment-related activities. Gregg A. O'Keefe does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. Gregg A. O'Keefe is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. Gregg A. O'Keefe does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Gregg A. O'Keefe has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

John B. O'Reilly Born: 1964 Education

• Bryant College; M.B.A., Finance; 1992

• Providence College; B.A., History; 1986

Providence College offers a liberal arts education that is comprehensive, interdisciplinary, and substantive. Providence College offers a unique Development of Western Civilization program that allows students to see connections and relationships between academic disciplines. The core curriculum grounds students in scientific literacy and instills a basic understanding of the range of human interactions through the varied lenses of psychology, sociology, anthropology, art, history, literature, theology, and philosophy. Bryant College's MBA program integrates the most current business management theory with the best business practices to enable graduates to lead people and effectively manage resources in a complex global marketplace. The MBA program’s course work includes strategy, leadership, management, accounting, finance, marketing, operations, and technology. The curriculum balances the technical, data driven, quantitative skills to make objective decisions with the interpersonal communication skills necessary to work effectively with people at all levels and from all cultures. These topics are integrated throughout the curriculum to develop an understanding of all aspects of business.

Business Experience

• Congress Asset Management; Vice President; from 06/2001 to Present

• Mellon Private Asset Management; Portfolio Manager; from 07/2000 to 06/2001

• State Street Bank & Trust; Vice President; from 03/1991 to 07/2000

In his time with Congress Asset Management, LLP, Mr. O'Reilly has held numerous positions in addition to his role as Portfolio Manager for institutions and individuals. From June 2001 to December 2006, he was Director of Equity Research leading a team of six equity analysts who were responsible for the compilation and arrangement of financial data reported by public companies in order to make investment recommendations to the Investment Policy Committee. Simultaneously, he provided equity research coverage of a number of companies. Currently, he is Chair of the Global All Cap Growth Equity Committee. In this role, he sets the agenda for committee meetings and leads the discussion and selection of equity securities for the Global All Cap Growth Equity portfolios.

John B. O'Reilly earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 1999

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 48 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

John B. O'Reilly is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

All trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

Jeffery R. Porter Born: 1964

Education

• East Carolina University; M.B.A.; 1990

• North Carolina State University; B.A., Accounting, Business Management, & Finance; 1987

Mr. Porter received two Bachelor degrees, Accounting and Business Management, from North Carolina State University. The curriculum initially has courses focused on theory and subsequently offers courses which are more application-oriented. Students must compete 120 total semester hours to earn a Bachelors degree. He also received a Master's of Business Administration with a concentration in Finance from East Carolina University. Students must earn a minimum of 60 semester hours to graduate.

Business Experience

• Congress Asset Management; EVP & Director Fixed Income; from 03/2010 to Present

• Prelude Asset Management; Co-Founder & Chief Executive Officer; from 06/2009 to 03/2010

• Kellport Capital Management/Crescam Asset Management; Co-Founder; from 04/2005 to 05/2009

• Partners HealthCare Systems, Inc.; Director of Portfolio Management; from 06/1997 to 03/2005

• North Carolina Retirement Systems; Investment Professional; from 08/1992 to 04/1997

• KPMG Peat Marwick; Staff Auditor; from 08/1990 to 04/1992

Mr. Porter began his career with KPMG in 1990 as a Staff Auditor. In 1992, he joined the North Carolina Retirement Systems as a Credit Analyst in charge of investment grade debt and private debt. He transitioned to the position of Fixed Income Trader where he executed trades for a variety of fixed income instruments with over sixty broker-dealers. Subsequently, he became a Fixed Income Portfolio Manager responsible for managing the $22 billion dollar Long-Term Fund. In this role, he determined relative value, executed trades, and established strategy for the fund. He also assisted in the management of the $8 billion Short-Term Fund. Mr. Porter was responsible for determining strategy for the overall fixed income program at the North Carolina Retirement Systems. In 1997, Mr. Porter joined Partners HealthCare System, Inc. (PHS) as Director of Portfolio Management & Private Equity responsible for actively managing the internal fixed income portfolios, executing trades with the broker-dealer community, and conducting fundamental relative value credit analysis on numerous debt issuers. Mr. Porter was responsible for formulating and recommending overall fixed income allocation strategies and was a member of the PHS Investment Committee. In 2005, Mr. Porter became founder and CEO of Crescam Asset Management, (later re-named Prelude Asset Management, a spin-out form from PHS, where he continued to manage the same fixed income assets he managed while employed by PHS. In 2010, Prelude Asset Management was acquired by Congress Asset Management. Mr. Porter became Executive Vice President & Director of Fixed Income. He is chairman of the Fixed Income Investment Policy Committee, the decision making body for all fixed income strategies managed by Congress Asset Management. He is a member of the firm's management committee.

Jeffery R. Porter earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 1994

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Jeffery R. Porter is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Jeffery R. Porter has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

Todd W. Solomon Born: 1970

Education

• New York University; M.B.A.; 1996

• Georgetown University; B.S. B.A., Management; 1992

The curriculum at Georgetown University's McDonough School of Business combines business and liberal arts courses to give students a foundation in critical thinking and reasoning. During the first two years, the primary academic emphasis is on liberal arts courses, business courses, courses supporting a concentration, and free electives. In the final two years, the focus shifts to business courses. Students must complete both 40 courses and 120 semester hours to graduate. The Master's of Business Administration degree from the Leonard N. Stern School of Business at New York University requires students earn 60 credits and maintain a 2.5 grade point average. Mr. Solomon's M.B.A. was earned with specializations in Finance and Economics.

Business Experience

• Congress Asset Management; Vice President; from 04/2001 to Present

• Congress Trust National Association; Vice President and Trust Officer; from 05/2003 to 06/2009

• United States Trust Company of Boston; Investment Officer; from 05/1998 to 02/2001

• Fidelity Management & Research Company; Sector Research; from 08/1996 to 05/1998

• The Pioneer Group, Inc.; Assistant Analyst; from 01/1993 to 08/1994

From 1992 to 1994, Mr. Solomon was a Mutual Fund Accountant at Pioneer Investments responsible for calculating the daily net asset value of several mutual funds and preparation of financial statements for periodic audits by Arthur Andersen. In 1993, he began working as an Assistant Equity Analyst at Pioneer Investments responsible for analyzing the financial statements of public companies and making investment recommendations to several mutual fund portfolio managers. In 1996, Mr. Solomon was employed by Fidelity Management and Research Company as a Sector Research Specialist. In this role, he provided company, industry, and market information to analysts and portfolio managers to assist in their investment decisions. In 1999, he joined the Unites States Trust Company of Boston as an Equity Research Analyst and Portfolio Manager. His responsibilities included making investment recommendations for client portfolios based on the compilation and arrangement of financial data reported by public companies to the Securities Research Committee overseeing security selection at the firm and implementing those decisions for certain client accounts. In 2001, Mr. Solomon joined Congress Asset Management. In his time with the firm, he has held numerous positions in addition to his role as Portfolio Manager for institutions and individuals. From 2007 to 2009 he was Director of Equity Research responsible for leading six equity analysts who were responsible for the compilation and arrangement of financial data reported by public companies in order to make recommendations to the Investment Policy Committee which oversees security selection at the firm. Currently, Mr. Solomon is Chair of the mid cap growth committee. In this role, he supervises the discussion and selection of equities for the mid cap growth client portfolios.

Todd W. Solomon earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 2000

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of 3 examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Todd W. Solomon is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Todd W. Solomon has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566

Ryan G. Tumbry Born: 1977

Education

• University at Albany; B.S., Finance; 1999

Business Experience

• Congress Asset Management; Research Analyst; from 01/2006 to Present

• Congress Asset Management; Operations and Trading; from 10/2001 to 12/2005

• Abbott Personnel Consulting; Temp; from 05/2001 to 10/2001

• Abercrombie and Fitch; Manager; from 02/2000 to 05/2001

Mr. Tumbry joined Congress Asset Management in 2004 as an Operations Analyst responsible for portfolio reconciliation, client requests, manager requests, and quarterly reporting. In this role he also joined the team that supported two senior portfolio managers and assisted them with order entry for approximately 170 accounts. He also interacted with clients. In 2006, he became the performance analyst and attribution analyst. In this role he was responsible for the calculation, maintenance, and distribution of all firm data to interested parties. In 2007, he became a research analyst responsible for performing financial and market analysis of public companies, preparing quarterly earnings reports, and making formal presentations to the investment policy committees. His current coverage is in the Technology and Telecomm sectors, and has previously covered the Utility, Consumer Staples, and Pharmaceuticals & Biotech sectors. He is a member of the Mid Cap Investment Policy Committee.

Ryan G. Tumbry earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 2006

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 48 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Ryan G. Tumbry is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Ryan G. Tumbry has no reportable disciplinary history. The senior research analyst supervises Mr. Tumbry in his compilation and arrangement of financial data reported by public companies in order to make investment recommendations to the investment policy committees which oversee security selection at the firm.

Supervisor: Matt Lagan Title: Senior Research Analyst Phone Number: 617-737-1566

Lawrence A. Ward Born: 1931

Education

• Ohio State University; BS, Finance; 1957

The Finance major is designed to prepare students of financial management in all types of businesses, firm, and financial institutions. Students take course work in corporate finance in which they study the effects of financial policy on stockholder wealth. They study different types of investments and their relative merits, the role of financial institutions including the study of asset and liability management, and investment management.

Business Experience

• Congress Asset Management; EVP & Chief Compliance Officer; from 1989 to Present

• Congress Trust, N.A.; Chairman; from 12/2006 to 11/2009

• Congress Trust, N.A.; President; from 02/2002 to 12/2006

• Putnam Advisory Company; Senior Vice President; from 01/1981 to 10/1987

• Montgomery Ward & Co., Inc.; Assistant Treasurer; from 09/1966 to 09/1980

Mr. Ward has over 47 years experience in the investment industry and has been employed with Congress Asset Management, LLP since June 1989. Currently he is Executive Vice President, Chief Compliance Officer, a member of the Management Committee, a member of the Large Cap Committee, and a member of the Fixed Income Investment Policy Committee. In addition to the Chief Compliance Officer responsibilities, he manages portfolios for institutions and individuals. The portfolios consist of securities approved by the investment policy committees. The portfolios are structured to conform to the client guidelines emphasizing diversification to minimize market and securities risk. As Chief Compliance Officer, he oversees the conformance of all employees to the Code of Ethics, personal securities trading policy, firm policies and procedures, and regulations. The Management Committee oversees the operation of the firm as well as its strategic direction. The Investment Policy Committees select the securities to be used by the portfolio managers.

Prior to joining Congress Asset Management, LLP he was a Senior Portfolio Manager and member of the Investment Policy Committee a Putnam Advisory Company. He managed portfolios for institutions that were structured to conform to client investment guidelines using securities approved by the Investment Policy Committee. In 1966 he joined Montgomery Ward & Company as Investment Manager of the Montgomery Ward Retirement Trust, The Montgomery Ward Profit Sharing Trust, Pioneer Trust & Saving Bank, and Montgomery Ward Life Insurance Company. His responsibilities included recommending investment policy, security selection, and overseeing the implementation of those decisions. In 1970, he was promoted to Assistant Treasurer - Investments of Montgomery Ward & Company with similar responsibilities. In 1976 he was named Managing Trustee of the Montgomery Ward & Company Retirement Trust. In this role, he made investment policy recommendations to the Trustees, selected securities for the portfolios, executed trades with the broker-dealer community, supervised the implementation of all investment activity, and established the agenda for the Board of Trustees monthly meeting.

Lawrence A. Ward earned the following designation(s) and is in good standing with the granting authority:

• CFA; CFA Institute; 1966

The CFA designation is an international professional certification offered by the CFA Institute to financial analysts who completed a series of three examinations, possessed a bachelor's degree from an accredited institution ( or had an equivalent education or work experience ), and at that time had 36 months of qualified professional work experience. CFA charter holders are obligated to adhere to a strict Code of Ethics and Standards governing professional conduct.

Lawrence A. Ward is not engaged in any other investment-related activities. He does not receive commissions, bonuses or other compensation on the sale of securities or other investment products. He is not engaged in any other business or occupation that provides substantial compensation or involves a substantial amount of his time. He does not receive any economic benefit from a non-advisory client for the provision of advisory services.

Lawrence A. Ward has no reportable disciplinary history and all trades are reviewed daily by a member of the Management Committee. The review is performed using a monthly rotation of four individuals who are members of the Management Committee including Dan Lagan. Each of the individuals receives minutes of all Investment Policy Committee actions and list of approved securities. Dan Lagan is Chief Investment Officer and also chairs the Investment Oversight Committee. All accounts are reviewed formally on a quarterly basis to assure conformance to investment policy and client guidelines.

Supervisor: Daniel Lagan Title: President Phone Number: 617-737-1566